


5 Times Tony Stark Protected Penny Parker

by Emily_F6



Category: Marvel Cinematic Universe, Spider-Man: Homecoming (2017)
Genre: 5+1, And Tony Stark is kind of her dad, F/M, Female Spiderman, Gen, Irondad, Peter is Penny because Peter is a girl, Tony Stark Has A Heart
Language: English
Status: Completed
Published: 2018-07-24
Updated: 2018-09-23
Packaged: 2019-06-15 10:34:40
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 7
Words: 57,906
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/15411036
Author URL: https://archiveofourown.org/users/Emily_F6/pseuds/Emily_F6
Summary: And 1 Time She Protected Him





	1. Flash

**Author's Note:**

> I should definitely be working on my other WIPs, but I'm sick and this idea wouldn't let me go so....

****

**Chapter 1: Flash**

It all started with a haircut. 

Well...no. It had actually started back in seventh grade. That was when Flash Thompson had transferred to their school in the middle of the year. Penny had felt bad for him at first...it was scary to transfer to a new school in the middle of the year, and he was obviously smart. A nerd just like her. He’d showed up to the chess club meeting that week, proving that her first assessment had been right, so she had wondered if he would join her little friend group. Well, friend duo. She’d known Ned since third grade when they’d become best friends, bonding over a mean girl in class who’d made fun of them both. 

Then, Flash had opened his mouth, all cool and self assured, everything Penny wasn’t, and then he’d beaten her twice in a row, made some joke about her, which a handful of people at chess club had laughed at, and that had been it. He’d gotten into Midtown Tech, along with her and Ned, and after that, the bullying had only escalated. Once, in eighth grade, she’d mentioned it to May. Just the basics. “He knocks into me in the hallways sometimes.” She’d told her aunt when Ben had been at work. She hadn’t wanted to get her uncle angry...any hint of boys being mean to her, and she had had a feeling that Uncle Ben would have his retribution. So she’d waited until she and May had been alone. “Knocks my books out of my hands. Pulls my hair…” Penny had left it at that. 

May had given her a little smile, tugging gently on the end of Penny’s braid. “He’s just being mean because he likes you.” Her aunt had broken it to her gently, like this was some kind of big revelation. But of course, Penny had known that wasn’t true. Why would someone that liked her slam her into lockers and call her mean names, ‘Penis Parker’ being his favorite? She could never bring herself to say that particular nickname out loud to Aunt May. Still, Ned liked her. Okay, he didn’t like her like her, but he was her best friend, and he was never mean to her. Still, she never mentioned anything to May about Flash bullying her ever again.

Logically, she knew he hated that she was smarter than her. She was better at robotics, better at programming (even though Ned was even better than she was at that) and better at Academic Decathlon where he was always an alternate. Sure, he had more friends and was more popular, but she had Ned and, later, Michelle, so she wasn’t upset about it. Her and MJ had met in art class, which was, unfortunately, mandatory. Something about a balanced education. Anyway, Michelle had been doing a sketch of Penny titled ‘honors chemistry student in distress’ and ever since, the two had been pretty good friends. Of course, Michelle didn’t love Star Wars or superhero comics like Penny and Ned, but she and Penny did have the occasional girl’s night. 

When Mr. Stark had shown up at her apartment one day after school, whisking her into a life of superheros and pretend internships, she’d dropped most of her extracurriculars, including robotics club and band, but she’d stuck with Academic Decathlon even if it meant less time as Spidergirl. (She’d wanted to be Spider-Woman but apparently it had too many syllables or something...besides, Youtube commenters had been the ones to come up with her superhero name.) And while she’d been busy stealing Captain America’s shield and fighting some guy called the Vulture who just happened to be a cool, beautiful senior’s father and taking down a plane full of really important weapons and technology, Flash had somehow been getting more and more popular, and, apparently, more and more resentful of the tiny space she’d carved out for herself at Midtown Tech. 

After the spider bite, and after getting her new powers, there had been times when she’d been tempted to use that new super strength to shove that asshole into a locker once or twice. Maybe web him to the side of a building and leave him there. But if there was anything her Uncle Ben had taught her, it was that her new powers came with serious responsibility. People who had a lot of power had to be responsible with it! She could use her powers to help people. She could use them to goof around and swing across the city and have some fun. But using them to get petty revenge on a bully...that wouldn’t be right.

So she ignored him for the most part. Let him throw spitballs at her head and knock her stuff out of her hands and slam his shoulder into hers while they walked down the hallway. It rarely hurt anymore, even if she did sometimes find bruises when he’d trip her push her down the stairs. She told herself it was all no big deal. Everyone dealt with bullies at some time or another, and honestly, how could she complain when her life was so freaking amazing? 

After her disastrous homecoming, Mr. Stark had invited her to join the Avengers! To be an actual member of a superhero team! With Iron Man! And he hadn’t been mad when she’d turned him down. Of course, she figured it was all a test that, thankfully, she’d passed, but he hadn’t been kidding about her room at the compound. And then the internship had sort of turned into a real thing. Every other Friday after school he’d have her over to the compound to work on suits and, when they ran out of upgrades for her suit or when he didn’t have anything to do with the Iron Man armor, the two of them had started to restore an old car! 

She didn’t want to say it out loud...didn’t even want to think it, but it was almost like having Uncle Ben back. And of course, Mr. Stark wasn’t her uncle. Hell, half the time she figured he just tolerated her because he felt somewhat responsible for her. And no one could ever replace her uncle. She didn't even want that. But when her new mentor taught her patiently, over the course of several hours, how to put a car engine together, it had reminded her what it was like to have a father figure again. But she’d never say it out loud. Ever. Not to anyone. Not even Ned, who she told everything to. 

So she liked Mr. Stark a lot. Loved him, even. Him and Miss Potts, who was always warm and welcoming, and Colonel Rhodes, who was the only other member of the superhero team, apart from Vision, who knew that she was Spidergirl. She loved all of them, even Happy, who grumbled constantly whenever Mr. Stark had him drive her to and from the compound every other week. Still, he always answered her texts after the homecoming fiasco, even if it was sometimes with a frowny face emoji or an eye-rolling emoji, both of which meant ‘leave me alone, kid.’ 

No matter how much she liked Mr. Stark, and no matter how much she trusted him and Colonel Rhodes and Miss Potts and Vision, she never said a word about the bullying, even when it started getting worse after homecoming. His favorite topic was the internship, and how sad it was that she insisted that she knew the Tony Stark. And of course, he’d throw in a few comments about her Uncle Ben and how desperate for attention she was and how pathetic she was and so many other things she just tried to ignore. 

Flash would go through phases, escalating until he went nearly too far, then backing off for a little bit until she’d almost think he was going to leave her alone. It had been three months since Homecoming and it had started with spitballs. Lots of them. In the hall, in Chemistry, in Calculus. Thankfully those were the only classes they had together. Then he’d bump into her in the halls, and then, a week ago, her spider sense had gone off just as he’d slammed a hand down on the books in her hands, knocking them and all of her papers to the ground and laughing out loud, along with his posse of friends. Ned had crouched beside her, helping her pick them up, prompting Flash to make a joke about her friend’s weight which had almost had her webbing him to the ceiling, but Ned had grabbed her arm, the look on his face reminding her why she couldn’t do that. 

The day she was scheduled to go to the compound to work with Mr. Stark, her mind had been on the suit and the upgrades to her web fluid that she wanted to try, when a foot had shot out and a hand had pushed against her back, and then she’d been falling, wrist bending painfully when it had reached out to catch her. Ned had raced to her side, and she’d brushed him off, staring furiously up at Flash who had been laughing, pointing a finger and nudging his friends. “Have a nice trip, Penis?” He’d yelled, prompting even more laughter, and Penny had accepted a hand up from Ned, flinching at the pain in her wrist. 

“Are you okay?” Ned had asked, somewhere between angry and concerned, and she’d waved him off, sure she’d sprained her wrist but not about to tell her friend.

“I’m fine. Let’s just go.” 

She’d arrived at the compound, aching wrist hidden in her jacket sleeve, after a long, extra quiet drive. Happy had walked her in, which had been strange, and then, when Mr. Stark had appeared, Happy had asked to talk to him alone, so Penny had gone into the kitchen where there had been a plate of sandwiches ready for her. She’d eaten three before Mr. Stark had come back, looking somewhat concerned. “Hey, kiddo.” He’d patted her briefly on the back before grabbing one of the sandwiches for himself. “How was school?” 

He always asked that, and it always made her think of Uncle Ben. But, as usual, she pushed that thought away and forced a smile. “Uh, it was fine. We had a pop quiz in Spanish…”

“Good thing you’re fluent.” He’d teased, and she had grinned.

“Yeah, that helps.” Uncle Ben had taught her Spanish since a large portion of their neighborhood spoke it, and so most of the stuff they learned in class was stuff she already knew. She knew she could have taken a different language, but the temptation to have at least one easy class had been too great to pass up. “Science fair is coming up. Ned and I are trying to make a robot with an AI! He’s doing most of the programing, though.”

“He certainly has experience hacking into them.” She’d given him a guilty smile.

“Uh...yeah...he’s really sorry about that, by the way.” He’d hummed, rolling his eyes. “I know he’d love a job...after he graduates.” 

“We’ll see. Depends on whether or not he ever touches my stuff again. Let me know if you two need help with that AI.” 

They’d gone down to the lab after the sandwiches, and Penny had nearly forgotten about his talk with Happy when Mr. Stark had turned to her, hesitating for a second before speaking. “So, uh...everything alright?” He’d asked, not looking up from his project, and she’d put down the screwdriver and her web shooters, ignoring the twinge in her wrist. 

“Yeah. Fine.”

“You sure...Happy said you were pretty quiet today.” 

“Oh, yeah. No...I uh…” She had waved a hand carelessly, flinching when she picked the wrong hand to gesture with. And of course, Mr. Stark had noticed.

“What’s wrong?” He had asked, quiet and serious all of a sudden as he’d put down his own tools, turning to face her. 

“Nothing.” When it had become apparently that that excuse wasn’t going to fly, she’d gone on. “Just, uh...I think I sprained it last night. As Spidergirl. I was, uh...swinging around and I just twisted it wrong.” 

He had frowned, reaching out and taking her arm carefully in his hand. “That’s odd...Karen didn’t say anything. Friday, what are we looking at here?” A holographic blue screen appeared beside the table, showing an x-ray of her hand.

“It looks like a minor sprain, boss. With Miss Parker’s healing capabilities, it should be back to normal in four to five hours.” 

He’d hesitated for a second, and she had hoped that he wasn’t doing the math...trying to figure out why her wrist would still be hurting after so many hours. But he hadn’t asked...just given her a look and let her arm go. “Use your left hand for the rest of the day.” He’d ordered, and they’d gone back to their work. Still, it had seemed like he’d suspected something. 

At school on Monday, Flash had mostly left her alone, probably afraid that she’d say something about him pushing her down the stairs. But then, on Tuesday, the spitballs had started flying. On Wednesday, he’d knocked her into a locker, and on Thursday, he’d knocked her lunch out of her hand and she’d spilled it all over herself. But Friday had been the worst. Ned had been standing beside her, leaning against the lockers while she’d been bent over the water fountain, getting a drink, when he’d walked back and smacked her butt, hard. 

She’d jumped, whirling and staring, red-faced and humiliated at Flash as he’d grinned at her. “What? Don’t tell me you’re not getting any from fatso here, huh, Penis?” Tears had sprung to her eyes when the rest of his friends had all laughed, and the other kids in the hall had all either grinned or just looked away. “That the first time a guy’s touched your ass?” Her hands had shaken then, fury and embarrassment warring as everyone in the hallway had watched. 

But what could she say? She hadn’t been able to fight him before the spider bite. So how could she justify fighting him now? “Leave her alone, Flash.” Ned’s voice had been quiet and dangerous, his own hands in fists. “Don’t you touch her.” 

“Or what? You jealous, Ned? What, your BFF not giving it up? Don’t tell me you’re both virgins.” He’d snorted, and Penny had grabbed Ned’s arm. 

“Just ignore him. He’s obviously overcompensating for…” She’d trailed off, letting her eyes stray down to his pants. “Something.” He’d turned red at that, taking a threatening step forward. 

“What the hell did you say, Penis?” 

“I think she just implied that you put other people down because you have a small penis.” MJ had stepped in, arms crossed as she’d moved in front of her friends. “Also, slapping a girl on the ass is sexual assault, so you’d better beat it before we go to the principal, asshole.” 

Somehow, that had worked, and them MJ had turned back to her. “You okay, Pen?” 

“Yeah.” She’d muttered, arms crossed tight over her chest, cheeks still flushed. For a second, she had thought MJ was going to scold her for not standing up for herself...instead, she’d just put an arm around her friend, walking with her to her next class, and nothing more had been said about it. 

That weekend, she’d had a sleepover with Michelle and had gone to the movies with Ned, and had nearly forgotten about the incident with Flash. She went out as Spidergirl every night, went shopping with Aunt May on Saturday, and on Sunday, she and Ned nearly finished their science fair project. Their AI was nowhere near as advanced as Mr. Stark’s, but it did answer to basic commands, so that was something. She even wondered if Mr. Stark would come to their science fair, but figured it would be too much to ask. She knew he was busy. 

All that week, Flash was surprisingly quiet. Sure there was the usual teasing about the Stark internship that he still thought she was making up, and a couple of times he made rude comments about her and Ned, mostly after she beat him in Academic Decathlon, but there was very little physical violence, which she was thankful for. Then, on Friday, as she passed him in the hallway, he grabbed her hair, which she usually wore pulled back into a braid, and yanked. She cried, out, jerking away from him, and he smirked at her as he kept walking. 

“What the hell?” She screamed after him, surprising herself at the venom in her voice. He only grinned.

“Don’t know what you’re talking about, Penis.” 

She stormed up to him then, hands shaking with the urge to break his nose like she had a mugger’s night before. “Keep your fucking hands off me!” She shouted when she was so close their noses nearly touched. 

“Penny Parker! My office. Now.” Flash’s lips had been twitching, obviously fighting a laugh when she’d turned to face their principal. 

“Sir, he was pulling my hair!” She’d cried. 

“She’s insane! It was an accident! Then she got up in my face and started screaming at me.” 

“Miss Parker, now.” Fighting back angry tears, she’d done as he’d asked, following him into his office and throwing herself into a chair where she’d received an impressive lecture and a promise to call her aunt the next time she behaved threateningly toward another student. 

The hair pulling continued all day...never as hard. Just annoying, mostly. Ned would glare at him, and MJ flipped him off and tripped him every time he walked by, but nothing could deter him until last period when he took the desk behind her. She’d been expecting him to keep pulling her hair or kick her desk or something...instead, he seemed to be ignoring her the whole class until she felt him pulling at her hair. Someone behind her gasped, and another person laughed under their breath. She started to pull away and felt resistance, then jerked away, only to feel her hair come out of her tie and the braid start to come undone. 

Reaching back, she felt her heart plummet when the braid that had one gone halfway down her back only reached her shoulders. Flash was smirking at her, holding the tail end of her braid in his fist like a trophy. “You asshole!” She didn’t mean to scream it...didn’t mean to sound like a crazy person as she jumped to her feet, fists clenched as she towered over him. She could have thrown him through a wall...she was strong enough. And angry enough. But their teacher’s voice interrupted her rant. 

“Miss Parker! What…”

“He cut my hair!” She dimly realized she was still screaming. Was dimly aware that tears were building in her eyes and Flash was still smirking. 

“Mr. Thompson, principal’s office.” Their teacher’s voice was softer then as she turned toward Penny, looking like she was at a loss. “Um...Miss Parker, why don’t you go see the nurse.” 

It was such a stupid thing to say. The nurse? She wasn’t sick, she wanted to scream. But she always listened to her teachers...couldn’t imagine openly defying them. So she grabbed her stuff, ignoring Ned’s worried eyes following her and the way Flash gathered his stuff, always smirking at her, and stormed out of the room. Since there were only fifteen minutes left of school, she went to the bathroom closest to the exit and sat down on one of the toilets, her feet on the toilet seat, her forehead on her knees, and sobbed. 

She wasn’t sad. Not really. She was furious and humiliated and just so tired of no one saying anything when Flash tormented her. Why? Why wouldn’t he leave her alone? Why couldn’t he just ignore her like she wanted to ignore him? Aunt May’s words from a couple of years ago came back...but they couldn’t be true. He didn’t like her. And even if he did, she hated him. Hated him for making her life miserable and for embarrassing her in front of as many people as possible. Hated him for putting his hands on her and hated him for always getting away with it. 

Grabbing her jacket, she threw up her hood and made it out of school just before the bell rang, hands shoved in her pockets as she waited for Happy’s car to pull around. She had no idea how she would explain this to Mr. Stark. At some point during their lab time, he’d start to wonder why she was wearing a hood. And he’d obviously notice when her hair looked awful...and a lot shorter. Pulling her now-ruined hair into a ponytail, she kept the hood up, all but jumping into the car that pulled up by the school before Flash could find her and do something worse...or provoke her into throwing him in front of a car.

She was going to start crying if Happy got her talking, so she just curled up in the back seat, staring out the window and praying he ignored her. “Kid? You okay?” He asked, and she could hear the worry in his voice which only made her feel worse.

“Yeah. Just tired.” She muttered, using the easiest excuse she could think of. He left it at that, but she knew he’d be talking to Mr. Stark. That was fine. They could talk all they wanted. She didn’t have to say anything. Mr. Stark already saw her as a child...a little girl playing dress up. And sure, he’d made her a suit, and he seemed to trust her to do her patrols and take down low-level criminals, but if she went crying to him over a schoolyard bully...no way he’d let her be a superhero anymore. He’d take the suit back so fast her head would spin! And then there would be no more lab time, no more fixing up old cars...no more internship. And that wasn’t something she was willing to give up. 

Mr. Stark didn’t meet them outside when they got to the compound, and once again, Happy climbed out of the car when she did, trailing after her as she headed to the kitchen where she could usually find the man if he was running behind, talking on the phone or getting food together. Instead, she found Miss Potts who took one look at her probably blotchy face and stood up from her seat at the counter. For an instant, she looked concerned, but then her face went back to smoothe and professional as she smiled at Happy.

“Happy, could you tell Tony that I need to talk to Penny. She’ll be down in a little bit.” 

“Sure thing, boss.” Happy nodded, giving Penny one last awkward look before heading downstairs. Miss Potts waited until he was in the elevator before turning to Penny. 

“Penny? What’s the matter?” She asked, reaching out and touching Penny’s shoulder. The girl shook her head, staring down at the floor. “Come on.” Putting the arm around Penny’s shoulder, Miss Potts led her down the hall and into Penny’s bedroom at the compound. She rarely used it except to change in sometimes, but Mr. Stark had promised that she could stay over during her holiday breaks as long as May approved. Miss Potts pushed her gently onto the bed and sat beside her. “Friday, lock the door, please.”

“Yes, boss.” There was a click, probably only audible to Penny, then Miss Potts was leaning forward on the bed, a hand on Penny’s knee. 

“What happened? Are you okay?’

“I’m fine.”

“Then why are you crying?” 

“I’m not.” Penny snapped a little. Reaching up, Miss Potts took hold of Penny’s hood, pulling it back and pausing at her ruined hair. For a moment, she just stared at the choppy ponytail, the reached out, gently pulling the hair tie out of her hair. 

“Penny?” She felt tears spilling down her face but refused to look at Miss Potts. “Did you cut your hair?” The woman asked, sounding bewildered. Penny shrugged her shoulders. If she told Miss Potts, she would tell Mr. Stark. She didn’t want to tell Mr. Stark. But what if Miss Potts got him and he made her tell him? 

“Please don’t tell.” She whispered. 

“Don’t tell who, sweetheart?” Miss Potts asked, reaching up and tucking a ragged strand behind her ear. 

“Don’t tell Mr. Stark.”

“Don’t...you don’t want to tell Tony that you cut your hair?” 

“Please…” Her word broke off in a sob and Miss Potts cupped her cheek in her hand, just like Aunt May did sometimes.

“Okay. I won’t tell Tony.” She soothed. “Can you tell me?” 

“This guy...he sits behind me...he cut off my braid.” Miss Potts went from concerned to downright angry, eyebrows pulling together. 

“He what?” 

“Can you fix it? Please, Miss Potts?” She sobbed. The woman hesitated, then nodded.

“Yes. Of course, I can fix it. Well, I can call somebody to fix it. Okay?” She pulled out her phone, sending out a quick text. “I’m going to go get some food for us, and I’ll tell Tony that...well, I’ll make something up, okay? It’s going to be fine. Then you can explain what happened. Deal?” 

Since she didn’t have any choice, Penny agreed, which is how she found herself sitting in a desk chair in her bedroom at the Avengers compound while a lady who probably worked at a high-end hair salon she could never afford cut her hair into a bob that she assured the crying girl was very fashionable. Outside her door, she could hear Mr. Stark and Miss Potts talking, even though she didn’t want to eavesdrop. “Pepper, what’s going on? Is she okay?”

“She is going to be fine.”

“Is going to be? Do we need to call her aunt? A doctor? Who is that lady in there with her?”

“Tony, don’t worry about it.”

“Happy said something was wrong with her...that’s twice in a row he’d said that to me, you know? Is something going on?” Miss Potts hesitated, and Penny was sure she was going to rat her out. She’d given the woman the barest of explanations. There was a boy that picked on her sometimes. Her aunt said the boy just liked her. He cut her hair. Miss Potts had not been even a little okay with all that, but that’s when Fiona the hairstylist had shown up, escorted by Happy, and Miss Potts had left the room to deal with Mr. Stark. 

“I’m taking care of it.” 

“Pep…” 

“Tony, it’s...it’s girl stuff, okay?” Penny was sure that would make him drop it...Uncle Ben always had when her aunt had said those two magic words, but Mr. Stark was like a dog with a bone.

“Girl stuff? What? Like...boys? Is she sick? Is someone bothering her? Give me something, Pepper. Happy said she was crying in his back seat. Penny Parker doesn’t cry in the back seat of Happy’s car for nothing.” 

Miss Potts dropped her voice. “Why don’t you ask her the next time she comes, okay? She asked me not to tell you, and I promised I wouldn’t.” 

“She asked you...not to tell me?” He asked, almost incredulous. “What, she doesn’t trust me? Whatever it is, I can fix it…”

“I know.” Miss Potts soothed again. “And I’m sure she knows too. She’s just upset right now. So why don’t you go work downstairs, and I’ll make sure she gets home okay. Maybe you can pick her up from school this week...she might talk to you about it then. Okay?” And, miraculously, that worked. Mr. Stark muttered something about teenagers and girls and gray hair, but he left, and she heard him take the elevator down to the lab.

True to her words, Miss Potts gave her dinner when Penny’s hair was done, assuring her that it looked great, even though it was shorter than Penny had ever worn it, and then drove her home herself, ignoring Penny when the girl assured her that she could just take the bus or something. When they pulled up outside her building, Miss Potts turned to her, elbow propped up on the back of the front seat. “I want you to tell me if that boy bothers you again.” Miss Potts told her softly, her voice serious. 

“He’s not...it’s not a big deal. Really. He just…”

“He put his hands on you. He cut your hair off. That’s a big deal, Penny. That can be considered assault.” Penny stared down at her lap.

“I can deal with it. Don’t worry about it, Miss Potts.”

“I am worried about it. And I want you to tell me or Tony if he bothers you anymore. Okay?” 

“Okay.” She lied, and then made her way up to her apartment. 

Surprisingly, convincing Aunt May that she’d just wanted a change wasn’t too hard, and the school hadn’t contacted her or anything, so she was all clear on that front. She spent most of the weekend as Spidergirl or with MJ who didn’t ask her anything about her hair, only told her that Flash had been suspended for three days. 

It was a glorious three days. But suspensions end and Flash came back on Thursday to lots of homework, irritated teachers, and cheers from his friends who applauded his hilarious bullying techniques. Penny kept away from him as best she could until lunch when he reached out as he walked by, a hand ready to knock her lunch tray out of her hands. With a speed she wouldn’t have been able to achieve before her spider bite, she jerked it out of his way. 

As she stared him right in the eye, she remembered Pepper Potts, CEO of Stark Industries and one of the most badass women she’d ever met. “You ever touch me again, I’ll break your nose you asshole.” With that, she left him standing alone in the cafeteria amongst quiet, impressed ‘ooohs’ from the students standing nearby. 

“Nice hair, Penis!” He called, and she held up her middle finger over her shoulder, feeling powerful for once when he didn’t say anything else. 

Calculus was their last class of the day, and somehow he managed to get a seat behind her again. Beside her on her right, Ned gave him a dirty look, but there wasn’t much Ned could do. But Penny was ready. Her hands shook with how badly she wanted to punch him. She knew she would get in trouble. She knew the consequences would be bad. But man...punching him would feel so good. And of course, Flash couldn’t resist. 

At first, it was his foot kicking the back of her chair. She tolerated it for a few minutes, then turned a little in her seat. “Stop.” She told him, voice hard, and for a little while, he did. Then a spitball hit the back of her neck. She ignored that. He hadn't touched her. In the end, it was kind of a little thing that set her off. His fingers grabbing the back of her bra, pulling back, and letting it snap against her back. 

She turned so fast she doubted he could even see her. Her fist swung, perfectly painted pink nails (courtesy of MJ) biting into her palm, and she relished the feel of his nose crunching under her knuckles, his head swinging to the side as he was thrown out of his seat and onto the floor, blood immediately gushing from his nostrils.

The room filled with laughter and gasps just like when he’d cut her hair...only this time, they were pointing at Flash curled up on the floor, his eyes huge as he stared up at Penny. “Told you.” She snapped.

“Miss Parker! Principal’s office! Now!” Her teacher all but screamed, her horrified voice breaking Penny out of her triumph. Grabbing her stuff, she cursed herself for the tears building up behind her eyes, slamming the door on her way out and storming into the principal’s office. It wasn’t like she regretted it...hell, she wanted to hit him again. Kick him. Make him regret ever laying a hand on her. But her teachers wouldn’t see it that way, of course. 

“Take a seat, Miss Parker.” His secretary, an older man without any hair, gestured toward a row of chairs, and she curled up in the one by the wall, hating the tears that dripped from her eyes. The secretary was talking to someone, possibly on the phone, but all she could focus on were the tears falling down her face and the unfairness of it all. He’d been tormenting her for years! And the one time she fought back, her teachers were going to...what? Expel her? Call in May? May was going to be so mad! And Mr. Stark! He’d find out and then he’d really take her suit away! He’d never trust her again if he knew she’d lost her temper over a school bully. Putting her hands over her face, she felt her heart race as she sobbed for what felt like a long time, unable to focus on anything that secretary was saying. And then the door was opening and closing, and someone was sitting beside her. Figuring it was her Aunt May, she kept her face in her hands until a large, warm hand rested on her back, and she realized that it wasn’t her aunt. 

“Penny?” Mr. Stark’s quiet voice reminded her that May had added him as an emergency contact right after she’d found out about Spidergirl. Of course her aunt would be unavailable on the one day she punched another student in the face. “What happened, kid?” 

“I’ll tell you what happened! That crazy bitch punched me in the face for no reason!” Something inside her snapped, and she jumped to her feet, realizing that Flash was standing in the adjoining doorway to the nurse’s office. 

“I’ll show you ‘crazy bitch’ you fucking asshole!” She screamed, knowing she sounded unhinged and not caring as she lunged for him. But before the secretary could even get up, a firm hand wrapped around her wrist, and she froze. Mr. Stark wasn’t stronger than her, but there was no way she could lose control of her temper like that in front of Iron Man. 

“Yeah, how about we don’t do that.” He spoke dryly, not quite amused but not as angry as she expected either. “Who are you?”

“Flash.” The boy muttered, apparently realizing for the first time exactly who he was speaking to. He stared up at her mentor with wide eyes and a slack jaw.

“Flash? Your parents named you Flash?” Flash opened his mouth to answer, but Mr. Stark waved him off. “Yeah, don’t really care. You,” he pointed at Flash. “Sit down in here. We’re gonna use that room.” Tugging on her wrist, he led her into the nurse’s office, which, thankfully, was empty other than Flash. Her tormentor walked by, opening his mouth, but Mr. Stark held out a hand. “Don’t talk to her. She already broke your nose and I’m inclined to believe you deserved it.” Mr. Stark shut the door in his face before he could say anything else, then pushed her toward the couch. “Sit.” He ordered, dropping into the nurse’s rolling chair and rolling himself up to her, a sight that might have made her laugh another day. 

She started to wipe her face, but she was still crying, hands still shaking, so she just stared at her hands clasped in her lap. Mr. Stark leaned in, a hand resting on her knee. “Look at me, kiddo.” He ordered, voice soft, and she lifted hesitant eyes to his. “Deep breaths. You’re okay.” She shook her head, but he reached out, a hand on the side of her face. “Hey. Stop. You’re okay. I’m sure that little asshole deserved it...but don’t say that in front of your aunt. Now, tell me what happened.” 

“I punched him in the face.” 

“Yeah, I got that. Broke his nose and everything.” He gave her a faint smile. “How about you tell me why?” She hesitated for a long time, trying to avoid his gaze, but he squeezed her knee. “Come on, Pen. I’m not going to be mad.”

“You’re gonna think…” He waited, just as patient as he’d been when he’d been teaching her how to rebuild a car engine. “I don’t deserve to be a superhero if…”

“Nope.” He cut her off, holding up a hand. “I’m not going to think anything and you have 100% earned your place as a superhero. So tell me what happened. Does this have anything to do with the other night? With Pepper?” She nodded, not seeing a way out of it. “Okay. Why don’t you start there?”

“He won’t leave me alone.” She whispered it, hating herself for giving in so easily. But she couldn’t lie to his face, now when it would be so easy to find out the truth. “He’s always making fun of me and running into me and making me drop my books and tripping me…” Mr. Stark’s face shifted, the encouraging openness giving way to disbelief and irritation. “The teachers don’t do anything and everyone just laughs...I told him to leave me alone and I got in trouble for threatening him. And a couple of days ago he was sitting behind me and he cut off my hair…”

“He cut…” Mr. Stark stopped himself, lips in a thin, bloodless line. “The lady Pepper called...that was a hairdresser?” She nodded. “Right. Okay.” He bit out. “We’ll come back to that.” He gestured for her to go on. 

“He got suspended but he came back today...I told him to leave me alone or I’d break his nose.” She admitted, staring down at the floor instead of his face. “Then, in our last class...he was throwing spitballs and kicking my chair and then…” Her face heated up a little. “He snapped my bra and I punched him in the face.” She finished in a rush. 

Mr. Stark nodded, not speaking for a moment, then stood. “Yeah, okay.” He kept nodded, jaw tight as he stepped into the waiting room for principal’s office. The principal, Flash, and a man that must have been Flash’s dad, all stood together in a loose circle before turning to Mr. Stark. 

“Mr. Stark. Thank you so much for joining us. I’d like to speak to you…”

“Yeah, here’s what’s going to happen.” Mr. Stark rubbed his hands together, pointing with his pointer fingers. “The typical suspension for first-time offenders is three days, so you can suspend her until Thursday. Am I correct in assuming that you are Flash’s father?” The principal blinked and the man standing beside Flash nodded.

“Yes, and that girl…”

“Hup up up...I’m not done.” He held up a hand. “If your son touches that girl again, I’m going to have him charged with sexual assault and I will file a restraining order against him. Do you understand?” Flash blinked, apparently in shock, and his father’s expression was eerily similar. “Good. I will also be filing a complaint against this school. He has been harassing her for months and nothing has been done about it. I donated a lot of money to this place, and as you can imagine, it is a little unsettling to learn that my intern has been made to feel unsafe while attending school here.” He turned and pointed at the principal. “Principal Morita, correct?” The man nodded. “I want something done about this before she comes back to school Thursday. I do not want him in any of her classes or any of the nerd clubs she attends. What are you down to, kid? Just Academic Decathlon, or do you still build robots with other nerds?”

“Just Academic Decathlon.” She told him, fighting a smile at the dumbfounded looks on the faces of the other occupants of the room.

“Yeah, I want him off that. Detention would be nice, but optional. Do you understand?” 

“Yes sir.” Principal Morita nodded, ignoring Flash’s stuttering father. Penny figured he didn’t see any point in arguing with Tony Stark. She didn’t blame him. Tony Stark usually got whatever he wanted, and if he couldn’t, he called in Pepper Potts.

“Now wait just a minute.” The man with his hand on Flash’s shoulder spoke up. 

“Now if you’ll excuse us, I have a meeting with the President and Miss Parker should really be getting a jump start on that suspension.” Mr. Stark spoke over him. “And Flash, I happen to be pretty close to Iron Man. The next time you bother my kid, you might be answering to him.” 

Penny followed Mr. Stark out the door and into the hallway, the two of them walking in silence until they reached his car. He held the door open for her, waiting for her to crawl in, then let it shut and slipped into the driver's seat. She kept her hands in her lap, eyes downcast, and it was silent until they came to a red light where her mouth opened of its own volition, words spilling out. “Sir, I know I shouldn’t have lost my temper like that and I know I shouldn’t have hit him and I’m really sorry they bothered you for this but he wouldn’t leave me alone…” She froze when Mr. Stark cut her off, making a loud buzzer noise with his mouth. “Wha…”

“Wrong.” 

“Mr. Stark…”

“No one bothered me. You're not a bother. Ever. You _should_ have lost your temper and you _should_ have hit him. He assaulted you. You were perfectly within your rights to defend yourself. Heck, if anything you should have hit him harder. Also, we’re going to have a chat about lying to me.”

“I didn’t…”

“Oh, so you really did sprain your wrist while webbing your way through our city as Spidergirl despite the fact that Karen didn’t alert me of any injuries while in the suit.” 

“How…”

“I knew you were lying when you said it, kiddo. I just thought you’d come clean eventually.” 

“Mr. Stark…”

He held up a hand. “I’m not mad, kiddo. You’re not in trouble. Well, not with me. I can’t do anything about May. I don’t think we’ll be able to cover this up, but I guess we could try...another internship convention?” He mulled it over for a second, and Penny managed a smile. “We can figure that out later. What bothers me is the fact that didn’t think you could come to me with this.” She dropped her eyes to the floorboards and he was quiet until they came to another red light, turning in his seat to face her. “Look, you’re...you’re not just my intern, okay? Pepper and me...you’re…” His uncharacteristic stammering would have amused her any other time, but at the moment, all she could feel was a knot in her stomach. “You’re not just my intern.” He finished, hitting the gas as they sped toward the compound. 

“I just didn’t want to disappoint you again.” She admitted in a murmur, not missing the way he stiffened. To her surprise, he pulled off at the next fast food place, putting the car in park before turning all the way around in his seat to face her. She glanced up, then immediately dropped her eyes again at his expression.

He took a couple of deep breaths, drumming his fingers on his leg, opening his mouth to speak then closing it several times. Whatever he was working up to, she figured she’d let him do so in silence, so she waited, hands clasped tight in her lap. “You..." He cut himself off, sighing before trying again. "Spidergirl has never disappointed me. Ever. Whatever mistakes she has made, I know she made them while attempting to do the right thing.” Her eyes got hot again but she blinked the tears back, still not looking at him until a hand moved under her chin, pulling her face up. “Penny Parker has never disappointed me either. And defending yourself against someone who was hurting you is not something that could ever disappoint me.” 

“But...I’m a lot stronger than him and…”

“That doesn’t give him the right to try and hurt you.” He was quiet for another moment, dropping his hand and drumming his fingers on his leg once more. “You can always come to me...Spidergirl or Penny Parker. Always. Even if you’ve screwed the pooch. Again.” That coaxed a small smile from her. “I might be mad for a little while, but I’m always going to be glad that you came to me for help when you needed it. Okay?” She nodded, biting down on her lip and wiping irritably at her eyes. He clapped his hands, nodding briskly. “Okay. Good. Glad we got that figured out. Let’s head to the compound and call hot Aunt May. Oh, and get ice cream on the way. Or donuts.”

“Ice cream…?”

“Yeah! You punched an asshole in the nose today. That deserves a reward.” 

“I thought you had a meeting with the president.”

“Yeah, I lied about that. So, ice cream or donuts?” She managed a smile to meet his, shrugging a little.

“Both?”

He pointed a finger at her. “I like the way you think. Both it is.”


	2. Secretary Ross

**Notes for the Chapter:**

> Thank you all so much for your kind comments! I really appreciate it :)

**Secretary Ross**

"Penny Parker! If it isn't my favorite intern!" Mr. Stark opened his arms, palms out as he grinned, and Penny gave him a skeptical look, eyes darting from him to Miss Potts who was rolling her eyes, tapping out something on a Stark Tablet. She'd just arrived at the compound, laptop and school books in her backpack, to find Mr. Stark and Miss Potts in the kitchen off the common area.

"Mr. Stark...am I not your only intern?" She asked with a suspicious smile, shifting the backpack on her shoulder. She was pretty sure she was, but sometimes he'd say stuff like that and she wasn't so sure.

"That, Miss Parker, is beside the point." His extravagant posing might have looked right at home on a red carpet where the press would be surrounding him with cameras, flashes going off and people asking for his autograph. But in his (admittedly very nice) kitchen, dressed in sweatpants and a wrinkled tank top, Penny wondered if he realized that it looked a little ridiculous. Still, she had to admit with a laugh, he looked pretty good for an old guy.

He dropped the pose and handed her a restaurant-style to-go cup filled with some kind of green smoothie and she blinked at him, wondering what time he'd gone to bed if he was this awake at 7:00 in the morning. "Drink!" He urged, grabbing one for himself. She took a hesitant sip and hummed. "Well?"

"It's good." She tried to keep the surprise out of her voice and failed.

"Of course it is!" He cried, a hand over his chest, and she took another drink, grinning when Miss Potts rolled her eyes again.

It was day one of her suspension. Thankfully, Penny hadn't had to break the news to May the week before. Instead, she'd spent the rest of the afternoon at the compound. Miss Potts had been there, and the two had made dinner while Mr. Stark had called May and explained everything. Her aunt had been hurt that she hadn't just talked to her, but not angry, thankfully. She hadn't grounded Penny, which had surprised the girl, but she had apparently called the school and thrown a fit.

Happy had been the one to drive her home. For as much as the man complained about Mr. Stark using him as a teenage girl's private chauffeur, he was usually the one to drive her, which made her suspect that maybe he didn't mind as much as he said he did. During the hour-long drive, he had also given her a lecture about telling him the next time someone was bothering her, which she'd endured in somewhat surprised silence.

May had been waiting for her in the kitchen when she'd finally made her way up to their apartment, her arms crossed, eyes red. Horrified that she'd made her aunt cry, she'd immediately apologized, only to be brushed off. "What I want to know is why you thought you couldn't come to me." Penny had flinched, letting May hug her close. That was her 'I'm not mad, I'm disappointed' tone. It was her second least favorite, right above 'I am both mad and disappointed and you are now in a lot of trouble' tone.

"I just...I didn't think it was a big deal and he's been bugging me for a long time and…"

"Penny…" May had sighed, putting her hands on her shoulders. "Honey, I can't do anything to help you if you don't tell me there's a problem. Neither can Pepper or Tony. We're all here to help you. That's what adults are for...to solve the problems that you can't handle. And I know you're a superhero now. I know that you're Spidergirl and you have powers and you work in a lab with Tony Stark, but you're still a fifteen year old girl. You can't always handle everything. And that's okay."

Penny had nodded, not sure if she believed that, but willing to go along with it if it made her aunt happy. "Okay. I understand. I'm sorry."

"I know." She had run her hand through the girl's now short hair, ruffling it a little. "For what it's worth, your hair is adorable."

"Thanks." She'd smiled, blushing, and May had kissed her forehead, resting a hand on her cheek.

"You're my girl, you know that, right?"

"Yeah."

"And you know that I love you. So much." Penny had nodded, and May had pulled her close, a hand resting on the back of her head. "So much." She'd whispered.

"I love you too."

"And…" May had pulled away, grabbing Penny's shoulders and shaking her a little. "If that boy ever bothers you again, I want you to tell me. Or Tony. Or Pepper. Or all of us. Hell, call Happy if you want. And defend yourself. I know you can. I don't care if you break his nose again. Do whatever you have to to defend yourself. I want you to promise me."

Penny hasn't hesitated to agree, and then she'd been pulled into another hug, a hand running through her hair, and then they'd binged the newest season of Queer Eye until May had fallen asleep on her shoulder.

Despite the fact that Penny was now fifteen, plenty old enough to stay home alone, May hadn't liked the idea of her being in the apartment alone for three days. No matter how much Penny assured her that she would be fine, that she would lock the doors, that she was a literal superhero, May called Miss Potts, whose private phone number she apparently had, on Saturday night. Dropping onto the sofa in defeat, Penny had groaned, a hand draped over her face while May had looked on in amusement. "Hey Pepper, it's May."

"Hi, May. Is everything okay?" She'd heard Miss Potts ask on the other line.

"Everything is fine. I just wanted to ask a favor."

"Of course. What do you need?"

"I really don't feel comfortable with Penny staying home alone for three days…"

"I'm fifteen, May! I can stay home alone for a couple of hours!" She had cried, ignoring her aunt rolling her eyes and kicking the sofa in an attempt to shut her up. Sighing when she heard Miss Potts laughing on the other line, she had given up, dropping the hand back over her face and training as dramatically as she could.

"...and I was wondering if she could stay with you and Tony during the day while she's suspended."

"Of course. We'd love to have her." Pepper had chimed in immediately. "Her teachers are going to email her her assignments and she can do them all here. And I'm sure Tony could use her help in the lab." So that had been that.

It had been arranged that Happy would pick her up in the mornings before May left for work, something Penny was sure he'd be super excited about. For a man named 'Happy', he sure did grumble a lot. Still, he seemed to like her well enough, and he was easy to talk to. He usually just grunted at whatever she said.

She'd complained a little to MJ on Saturday while the two of them had sat in Penny's room, Penny eating Chinese takeout while MJ painted little spiderwebs onto her nails with an insanely steady hand. She'd learned about the truth behind Penny's internship a few weeks after her aunt had, and after being pissed that her friend had kept that kind of secret from her, she was pretty excited. She'd asked all sorts of questions about the suit and Penny's powers, and Penny kept her and Ned both updated on her patrols. They were always more interested than Happy. Probably because he was used to Iron Man stories and all Penny did was bust small-time drug dealers, stop muggers, save animals from trees, and give old ladies directions.

"So, you get a three-day vacation from school that you get to spend with your mentor Tony freaking Stark who allows you to work in his state of the art lab on his Iron Man suits and your Spidergirl suit. That he made you. For free." She had blinked a few times, then sighed, drumming the fingers of her free hand on the bed.

"I mean when you put it that way…" Michelle had grinned, sitting upright and gesturing for Penny to take a look at her nails, which were all painting red with little spider web designs.

"Smudge then and I'll never speak to you again."

So that was how she found herself in the kitchen of the Avengers compound at seven in the morning, her backpack hitched on one shoulder. "I have to leave for work. Penny, breakfast is on the stove. Make sure to get your homework done." Miss Potts put a hand on her head as she passed, the touch reminding her of Aunt May, and then she'd been off, leaving Penny with Mr. Stark who handed her a plate of waffles. The whole thing felt strangely domestic.

That was how the first two days of her suspension went. Breakfast with Iron Man who was, apparently, a house husband (or house fiance?), while Miss Potts went to work running the company. Well, he did work from home. He was always taking phone calls and having meetings with Colonel Rhodes. He also worked in the lab a lot while she did her homework.

After breakfast, she would hang out in her room or the living room, doing homework in between Youtube videos or with Brooklyn 99 in the background. She'd also text Ned and Michelle in their group chat to keep up with everything going on at school, but they had to be careful not to get caught or their teachers might take their phones away. The first time Mr. Stark caught her watching TV instead of doing homework on the couch, she thought he was going to make her turn it off, but then he just grabbed a blanket and kicked his legs up on the ottoman, watching with her while she sporadically worked on her Chemistry assignment. After all her work was done, he'd take her down to the lab and she would make web fluid and tinker with her suit while her mentor worked on his Iron Man suit, music blasting and him asking her occasional questions about her life and school.

"How's May? Did she give you a hard time?" He wondered on the second day, elbow deep in one of his suits while she tinkered with the fluid she could never make enough of.

"Oh, um...not really. I think she was more disappointed that I didn't tell her, you know?"

"Yeah?" His voice was soft and inviting, and she kept talking, soothed by his tone and apparent interest.

"Yeah. She was really upset at first but she called the school and yelled at them. I think she feels better now." He chuckled, nodding but not looking up from the suit.

"I can imagine."

"She's been pretty busy though. She's working a lot, and one of her friends set her up with some guy...she's been on a couple of dates." She couldn't keep the distaste completely out of her voice, and her mentor paused, turning to look at her, arms crossed.

"Oh yeah?" He asked, hip leaning against the table the suit was propped up on.

"Yeah."

Mr. Stark hesitated, making her look up. "What's his name?"

"Skip something." She shrugged.

"Have you met him?"

"Only once when he was picking May up." She didn't want to think about Skip...about the way his eyes had strayed to her chest when he'd come to the door or his gruff voice telling her not to wait up as he'd escorted her aunt out of the apartment.

"You don't like him." Startled, she stared up at her mentor whose ton had changed to something darker. "Why?"

She shrugged. "It's not that." She told him carefully, feeling bad for not confiding in him but also not feeling comfortable discussing May's love life with him. "I don't really know him. I just...it seems kind of soon." That part at least wasn't a lie, and the man moved over to the table she'd been working at, putting a gentle hand on her shoulder.

"Have you told May that?" He asked, voice gentle. She shook her head.

"Uh...no. It's not really any of my business."

"It is if you aren't ready for her to be dating again." Penny shook her head, dropping her gaze and taking a deep breath. She didn't want to talk to him about Skip...about how seeing her Aunt leave the apartment with another man made her feel. About the nightmares of Skip turning into her Uncle Ben or moving in and locking her in her room while she screamed for help. About any of it.

"Can we talk about something else? Please?" She asked finally, hating how weak her voice sounded, and immediate Mr. Stark backed off, nodding frantically.

"Of course. Sorry, kid. That's none of my business...I shouldn't have been prying." Despite his words, she wondered if he would be looking into her aunt's new boyfriend when she wasn't around. She had to admit, she didn't hate the thought of Iron Man keeping an eye on her aunt when she couldn't. "Now, what do you want for dinner?"

He ordered them McDonald's cheeseburgers and fries since she was in the mood for junk food, which she hadn't known you could even do, and they headed upstairs and watched movies until it was time for Happy to take her home. She even almost forgot about their earlier conversation, and when she got home, May was at home on the sofa, ready to hear all about her day before she went on her patrols.

By Wednesday, she was starting to get ahead on her schoolwork. At 10, all she had left was English, so she took a break, curling up in a ball under a blanket in the corner of the sofa while she watched TV. Friday must have been watching and alerted Mr. Stark, because he appeared a few minutes later, ruffling her short hair as he passed and then dropping onto the sofa beside her, grabbing his own blanket and popping a blueberry into his mouth. Glancing over, he held a carton out to her and she took a handful.

"You and Ned finish your science fair project?" Mr. Stark wondered.

"Yeah, we got most of it done last week. Our robot responds to basic commands...it will come and stay, fetch things…"

"So everything a dog can do?" She grinned at his teasing.

"Pretty much. He's going to finish writing up the report and print it out at school."

"When's the science fair?"

"Oh...um..two weeks from this Friday." He nodded, pulling out his phone.

"What time?"

"It's at 1 but you really don't have to…" She paused when he held up a hand.

"I need to know what kind of stuff the kids at your nerd school are coming up with. I do donate a lot of money to that school, you know?"

"Yeah, you might have mentioned it." She grinned when he snorted from the other side of the sofa. When the episode credits started to roll, she turned to him, her voice pitched low. "Thanks, Mr. Stark." He grinned, putting the phone down.

"Sure thing, kid. How much have you got left?"

"Just some reading for English."

"Alright, Pen. I'm gonna get some work done in the lab. After you're done, we'll get some lunch, then we've got some work to do on that car." He ruffled her hair again when he passed and she swatting his hand away, laughing a little.

When he was gone, she stretched out on the sofa, holding the book up over her face. She managed to read for almost half an hour before her eyes were drifting shut, and she thought that maybe she ought to sit up so she wouldn't fall asleep. But she'd been up half the night texting Ned and MJ in their group chat, and she decided to lay the book on the floor and close her eyes for just a second...

The next thing she knew, someone was shaking her shoulder almost frantically, and she gasped, jerking awake. "What? What….what's wrong? Wh…" She looked around, gasping for air as she flinched at the suddenly bright lights. "Mr. Stark?" He was kneeling next to her, a smear of what looked like motor oil on his shirt. The man gave her a tense smile.

"Hi. So, I have a sudden unwanted unexpected visitor, so I need you to...shit." He cut himself off when Friday spoke up from the ceiling.

"Mr. Stark, Secretary Ross just entered the elevator."

"What? Mr. Stark?"

"Yeah, okay...um...grab your stuff. Put it in your room and stay in there, okay? You have to…"

"Mr. Stark, I don't understand..." It wasn't out of the ordinary for Mr. Stark to give her strange instructions...things usually made sense in the end. But that was almost always involving surprises. New suit upgrades. Driving lessons. A new phone. And he always seemed excited. Amused. Now he looked upset. Almost afraid, but still calm. Just...determined.

"Sir, Secretary Ross is on his way to this floor."

"Ross is coming and we cannot let him see you." She blinked. "Kid, wake up." He urged. "Ross is coming. He cannot know about you. If he knew about you, it would be bad." He seemed pretty serious, so she figured she'd better do as she said. Reaching down and grabbing her stuff, she started to stuff her books back into her backpack.

"Um, so, why do I have to hide from Secretary Ross?" She asked hesitantly he handed her a textbook.

"Because I'm working on getting rid of the Accords and if he finds out that Spidergirl, who I do not want signing to Accords, regularly hangs out at the Avengers Compound and also happens to be an enhanced individual, then he might start getting ideas."

"Okay. Got it" She didn't get it. The man worked for the government...how bad could he be? Still, she threw her bag over her shoulder, then froze in place when the elevator doors opened. Before Mr. Stark could open his mouth, she jumped straight up, sticking to the wall and skittering across the living room ceiling and toward the hallway where her room was. She heard Mr. Stark swear as she crawled out of sight, but figured from the lack of yelling that no one that mattered had seen her. Glad that she'd left her shoes in her bedroom, she crawled to her room, silently pushing the door open, then swinging herself to the floor. Turning the knob so the latch didn't make any noise, she pushed the door shut, then let it turn and let the latch slide silently into the wall. As quietly as she could, she shrugged off her backpack, dropping it on the bed, then hesitated.

There were plenty of things to do in her bedroom at the Avengers Compound. Mr. Stark had a TV installed on the wall with an XBox and lots of science books and a computer that had all the programs she could need for playing with the schematics of her suit. She was pretty sure there was a LEGO set under the bed too, but she hadn't had time to explore...plus, she was more interested in hearing what was going to happen with Secretary Ross. Putting her hands on the wall, she pressed her ear to the door, knowing better and not caring.

"Mr. Stark!" An unfamiliar voice called out.

"Secretary Ross. To what do I owe this unwelcome surprise?"

"You've been ignoring my calls."

"Yes, well, I find them uninteresting and all too time-consuming. I'd prefer watching the line blink." She bit back a laugh, a hesitant hand on the doorknob. She knew she shouldn't open that door...knew that Mr. Stark wouldn't have told her to stay in her room if it wasn't dangerous...sighing, she went back to her bed and dropped down onto it. She could still sort of hear them though, Mr. Stark's voice soft and irritated. "What do you want, Ross?"

"You know what I want, Tony. The locations of the rogue Avengers. The location of Thor. And the identity of a certain web-slinging menace." Penny froze, eyes huge as her heart dropped. Web-slinging menace. Ross wanted Spidergirl. Mr. Stark had mentioned that Ross would want her to sign the Accords which she still didn't fully understand. She hadn't actually read them. But Mr. Stark didn't want her to sign them...and didn't want Ross knowing about her or Spidergirl.

"I don't know, probably Asgard, and I. Don't. Know." Mr. Stark bit out, answering the man's questions with an air of exhaustion.

Their footsteps started to fade and she hopped up, landing silently on her toes and creeping forward toward her bedroom door. He'd told her to stay in her room. To stay away from Ross. But Ross was talking about Spidergirl! She needed to know what he was saying. And they were getting further away...she'd need to get closer if she wanted to hear.

As the saying went, curiosity killed the spider...or something. But satisfaction brought it back. She guessed it didn't rhyme that way, but she didn't really care as she climbed onto the wall and up onto the ceiling, making her way toward the living room.

"Hey, Friday?" She whispered, crawling forward.

"Yes, Miss Parker?" Friday asked, voice on the lowest possible setting to match her tone.

"Where is Mr. Stark?" The footsteps were getting further away, so she kept edging forward.

"They are on their way to the conference room, Miss Parker. And should I remind you that Mr. Stark asked you to stay in your bedroom?"

"Yeah, well, if we don't tell him, he'll never know." She snapped, feeling like a toddler. The girl could almost hear Friday sigh, but the AI was silent as she crept forward.

"Okay. Let's focus on that last one, shall we?" Ross asked, and she followed his fading voice.

They were in a room down the hall that Mr. Stark used for debriefings with Colonel Rhodes after their missions, which she only knew because she eavesdropped a lot. Since homecoming, she hadn't actually been on any missions...not big ones, anyway. Once or twice, Iron Man had shown up when she was facing someone that was maybe a little out of her league. But she was never invited to any actual missions, something she hoped would change soon. In the meantime, though, she would keep up with her patrols and...well, eavesdrop on Mr. Stark's important meetings to try and learn as much as she could.

She felt a twinge of guilt as she passed the kitchen and stood outside the closed door where the Ross guy and Mr. Stark were talking, dropping silently to the floor once more. No one else was speaking, and she didn't hear anyone else breathing, so she assumed it was just him.

"On the fact that I don't know who Spidergirl is? Fine. Let's." She could almost see her mentor rolling his eyes and smiled a little.

"Here's what I know. Some mutant girl…"

"Enhanced individual." Mr. Stark corrected.

"Please Stark. Let's call those freaks what they are. A mutant somehow got their hands on a Stark suit?"

"Maybe she built it herself." Her mentor suggested mildly.

"The colors match your Iron Man suit, Tony!"

"Just the red parts. Red's a popular color. What can I say?"

"And Iron Man has been seen fighting alongside this little spider menace. Remember the ferry?"

"I've met the lady a few times. You already know that. But I don't know who she is. I figured she had a reason for keeping her identity a secret."

"She's breaking the law, Stark."

"She stops people from getting mugged and saves cats from trees, Ross."

"She's a vigilante!"

"She's a hero!" Mr. Stark finally snapped, and she held her breath in the silence, back pressed to the wall beside the door. Mr. Stark thought she was a hero. Her hero thought she was a hero! Her heart skipped and she put a hand over her mouth to cover the smile that dropped as soon as Ross spoke again.

"I want her brought in. The next time you see her, you bring her to me." He ordered.

"For what purpose?" His voice was dry, and she knew he'd never do it...never turn her in to Ross. Right? She shook her head, glad no one was around to see her. He would never turn her over to someone that would hurt her. She knew that.

"You let me worry about that, Stark." Penny could hear the man smiling and shuddered a little.

"Is that the only reason you came all the way up here, uninvited?" Mr. Stark asked, and Ross sighed.

"No. There have been proposed amendments to the Accords need your approval."

"Right. Let me take a look." Her mentor sounded like he'd rather do anything else, and Penny started to creep back to her room, which would have worked out great, has her phone not gone off, the loud violins playing whatever song MJ had chosen announcing to everyone in what felt like a six-mile radius that her friend was calling.

She scrambled to yank the phone out of her pocket and hit ignore, but it was too late. "What the hell was that?" Ross demanded, and then the door was yanked open and the Secretary of whatever the heck he was in charge of was towering over her, looking less than impressed, and behind him was her mentor.

Penny couldn't remember if she'd ever seen Mr. Stark so angry. Sure, he'd been upset with her before, but that look on his face as he stood from his seat at the small table, hands balled into shaking fists at his sides, made her wonder if this was it. She took a deep breath, giving a sheepish smile, and speaking before anyone else could.

"I, um...excuse me, Mr. Stark. Sir. Would anyone like anything to drink? Coffee? Water?" Ross stepped back from the doorway, anger morphing into confusion.

"I'm sorry, who are you? His secretary?" Ross demanded, arms crossed.

"Oh, no, I'm just Mr. Starks intern." She told him trying to ignore the daggers Mr. Stark was shooting her. Why the hell hadn't she stayed in her room? Then again, now she knew that this Ross guy had it out for her. Well, not her. Spidergirl. "I just take out the trash, get Mr. Starks coffee…". She waved a hand. "I'm sorry to interrupt. Friday told me you were in here and I wanted to make sure you didn't need anything."

Ross was staring down at her, lips pursed as he seemed to think for a long time, making a shiver go down his spine. She knew he was important and a government worker...but there was something...ruthless about his face. Something cold. Calculating. She realized suddenly that he couldn't want Spidergirl for anything good. And maybe Mr. Stark had been right to want to keep her away from him. Then again, Mr. Stark was usually right and she was usually an idiot.

The only other time she had eavesdropped on Mr. Stark on purpose was when he was talking to Colonel Rhodes. Neither of them had ever caught, but she had met Colonel Rhodes a few times as Mr. Stark's intern and he'd always been really nice to her. She had a feeling that he suspected she was Spidergirl but he'd never said anything.

Mr. Stark cleared his throat a little pointedly, and Ross grinned. "You know what? I'll take a coffee." Mr. Stark sighed softly, then nodded. It wasn't like he could say no anyway...she'd already offered as his intern.

"Yes, sir." Forcing her best 'customer service' smile, she hurried into the kitchen and googled how to make coffee. She hated the stuff, and May usually just bought it on her way to work...her one indulgence. Penny would drink it if it was smothered in milk with whipped cream and chocolate but otherwise stuck to tea.

With some help from google and Friday, she managed to work the fancy coffee pot. Grabbing a tray, she placed the pot and two mugs on top then carried it all into the conference room where the two men were still sitting, the tension in the room so thick it was almost hard to breathe.

Mr. Stark didn't look any happier when she placed a mug in front of him and filled it with coffee. She avoided his gaze as best she could, wondering how exactly she would explain this. She knew, of course, that there was no real excuse. But Ross had been talking about Spidergirl! She had a right to know what he was saying if it was about her!

On the other side of the small table, Ross was watching her closely, eyes following her every movement as she poured coffee for her mentor, then placed a mug in front of Ross. It was silent as she poured the coffee for the stranger, Mr. Stark flipping through the papers in front of him.

Placing the coffee pot and the tray between them, she gave another weak smile. "If that'll be all, Mr. Stark…". She murmured, and the man barely managed to conceal an eye roll.

"Yeah. That's definitely all." He almost snapped, and she flinched, stung. Still, Ross was starting to give her the creeps, so she turned to go, but froze when a hand shot out, fingers circling around her wrist. Blinking in surprise, she turned to face Ross.

"Sir?" She didn't know if she was addressing her mentor or his unwelcome guest, but her tone certainly got Mr. Stark's attention. She knew she couldn't break away...couldn't let him know how strong she was, so she made her eyes wide and stupid, her tone just a little worried. "Um...Mr. Ross?"

"That's some interesting nail polish." He observed softly, his voice almost pleasant as he turned her hand in his grip. "Are those...spiderwebs?" She swore internally, keeping her face the same as she made a pathetic attempt to pull away. His fingers didn't relent.

"I have a friend that likes to try out new nail art...she's an artist. She bites her nails so she always tries it out on me. Last week it was cats. This week it's spiders." She shrugged like she was embarrassed, making herself laugh a little, and wondered if she was fooling anyone.

"Right." He hummed, sounding almost amused. Like a cat playing with a mouse. But she wasn't a mouse, she reminded herself. She was a spider. And Iron Man was sitting not five feet away, probably ready to blast this jerk in the face. But, she remembered, he couldn't. Ross was a government official, and the other Avengers were already in trouble. She couldn't be the reason Mr. Stark got in trouble too!

"How old are you, Miss…?" She couldn't tell him...couldn't let him know that she should be in school...unless she could.

"Seventeen." She lied easily, forgoing her name and letting herself prattle on as she tried again to tug her hand away. "My school gives credit for internships with approved companies and Mr. Stark was nice enough to let me intern with him and honestly it's been so great because I could never afford the kind of experience…". She knew adults, especially men (like Happy) hated it when she kept chattering on like that, so she figured he'd cut her off at some point. He didn't disappoint.

"Yes, and which school is that?" He interrupted as she was laying it in thick.

"That's enough interrogating my intern. I thought we had paperwork to do." Mr. Stark's cut in, eyes on the fingers still encircling her wrist, and she made herself smile a little self deprecatingly, like him holding onto her arm was her fault.

"Of course. Sorry, Mr. Stark. I really ought to get back to it." She gave a fairly firm tug but the hand didn't let go...this time, it tightened, his fingers pressing hard, and she flinched. "Sir, I really need to…"

"How long have you worked for Stark?" He wondered, eyes burning into hers, and she felt another thrill of fear, pulling a little harder.

"Sir I really have to…"

"Take your hand off of her. Right now." They both turned to face Mr. Stark who was standing, jaw tight, eyes blazing. "She has nothing to do with any of this."

"Here's what I want to know. Since when do you have interns, Stark?"

"That's none of your business, now let go of her."

"Sir, I need to go." Penny put a little more steel into her voice, tugging harder, and he jumped to his feet, towering over her as Mr. Stark took a step forward.

"No, you and I are going to have a chat. I still have a couple more questions for you..." He told her, something like triumph in his eyes, and her spider senses flared, an icy shiver going up and down her spine. 'Get out!' The sense told her. So she did.

Reaching out with her right hand, she gripped one of his fingers that was currently in a white-knuckle grip around her wrist and pulled it back, not stopping until she felt a snap. Ross screamed, dropping her hand and yanking his hand against his chest.

The man took a threatening step forward and she held her ground, almost forgetting about maintaining her secret when suddenly Mr. Stark was standing between them, facing Ross and urging her back with a hand on her shoulder. She obeyed his silent order, taking a couple of steps back.

"Stay away from her." Her mentor's voice was so quiet she wondered how Ross had even heard him. But he apparently had, as he gave the man an incredulous, furious glare.

"Your intern just broke my damn finger, Stark!" He cried.

"Good! Next time you'll listen when a teenage girl tells you to get your hands off of her!" She flinched, not sure if she'd ever heard him yell so loud. Her mentor took a long, ragged breath, then spared her a glance. "Go back to the lab and get back to work. I'll be down in a few minutes." She knew he didn't want her to go to his lab...he just didn't want to say 'go to your room' in front of Secretary Ross. So, heart racing, she did as he'd asked, hurrying out the door and back to her room.

She felt like a child. Like a toddler caught misbehaving. Dropping onto her bed, Penny put her head in her hands and took a long, deep breath. No matter how many times she told herself that she'd deserved to know what Ross was saying about her, what he'd wanted, she knew she was in the wrong. She'd disobeyed her mentor. She'd let him down...surely this time, he was disappointed in her. She'd broken an important man's finger and maybe even gotten her idol into trouble. "Idiot." She whispered. "You're such an idiot! You don't deserve to be here."

The knock on her door, when it came almost an hour later, was too soft...Mr. Stark was angry. He was always controlled when he was angry with her. The man didn't have to yell. He could cut her down perfectly well in a whisper.

Penny glanced up from where she sat on her bed, telling herself again and again that she wasn't going to cry. That she wasn't going to make this worse. Maybe he'd understand. Maybe he'd listen. "Come in." She spoke just above a murmur, and the door opened. He didn't fling it open or slam it shut...in fact, he kept the door open just a crack when he went to shut it behind him. She glanced over at her window, wondering if she'd have time to jump out and get away before he could get his suit and catch her. Anything sounded better than the dressing down she was sure she was about to get.

He took a long, deep breath, steepling his fingers together, then pointing his finger at her. "I told you to stay in your room."

"Sir, I didn't mean to…" She started, her voice pleading.

"Ah! The adult is talking." He snapped, voice still relatively quiet. "Do you understand that I am responsible for you?"

"But you aren't…"

"But I am!" He snapped again, seeming to be at his wit's end. She missed him, all of a sudden. Missed the man that watched movies with her and smiled and laughed and ruffled her hair. "I'm the one that gave you a superhero suit and sent you out to fight crime so I'm responsible if something happens to you!"

"Mr. Stark…". She started to apologize but he wasn't done.

"Now the man who put several of the Avengers in an underwater prison in the middle of nowhere...the man who would gladly have your secret identity revealed and have you thrown into that same prison, now knows about you."

"He doesn't know my name, or that I'm…" The words sounded feeble, even to her.

He pressed his index fingers and thumbs together, gesturing at her and speaking slowly as he cut her off. "He knows you exist. Which was more than he knew before. All because you wouldn't stay in your damn room!" He caught himself at the end, jaw tightening. He never yelled at her, not really, but she knew he was close. Her eyes immediate heated up in response. She'd messed up...bad. But if he would just hear her out, maybe he'd understand!

"He was talking about Spidergirl." She swallowed when her voice came out as a while. "I just wanted to hear…"

"And I wanted you safe." It was too much like before...too much like the ferry. He was going to take her suit away...and her eyes were heating up. No. She didn't want to cry. Not in front of Mr. Stark...not when he was angry at her.

"I'm sorry." She whispered, unable to meet his eyes. He gave a long, tired sigh, which only made her feel worse. He was disappointed. Of course he was disappointed. Because she was a screw-up that never thought things through.

"I have to make a call. Just...Happy's going to take you home in a few minutes. I'll call your aunt...tell her I had a meeting. You'll be fine by yourself for a few hours." Her stomach clenched when he left without another word, the door shutting firmly behind him, and she grabbed her suit without thinking, pulling it on over her clothes, and grabbed her backpack, strapping it on.

"Hello, Penny. Your heart rate is elevated and you seem to be in distress. Would you like me to alert Mr. Stark?" Karen asked, her gentle voice concerned.

"No...just...mute." She snapped, pulling the window open and letting the tears fall now that her face was hidden by the mask. "Friday, tell Happy I got myself home." She swallowed hard, not waiting for Friday to answer before climbing up to crouch on the balcony railing. Taking one last long look at her empty bedroom, she fired a web at the closest tree and jumped.


	3. Fire

****

**Fire**

Penny's phone rang in her backpack as she shot a web from the tree outside her bedroom door to the one next to it, swinging through the air easily despite the tears burning her eyes. She bit down on her lip as she landed, ignoring the chiming of her phone as whoever it was left a voicemail and swinging to the next tree. Thankfully there were trees all the way to the main road, and she used them, feeling a little exhilarated thrill despite the tears falling down her cheeks. "Idiot." She whispered to herself, remembering Mr. Stark's grin from that morning...how he'd said they were going to work on the car together, and felt her chest tighten. She'd ruined everything.

Suddenly there was ringing coming through her mask. "Incoming call from Happy Hogan," Karen told her halfway to the main road. She sniffed, slipping her hand under the mask and wiping her eyes.

"Ignore." She ordered, landing on a particularly thin branch, then springing to the next tree. The ringing stopped, and she kept going, using her momentum to push her from tree to tree, sniffing and jumping and trying not to let the tears distract her. It was her own fault. She'd done this...she was the reason that Mr. Stark might be in trouble with Secretary Ross. She was the reason that he'd been so upset with her...she'd screwed everything up. She'd ruined everything. She couldn't just leave it alone.

"Penny, your heart rate is elevated and you appear to be in emotional distress. Are you sure you would not like me to call Mr. Stark?"

"No! Don't call anyone, Karen!" She barked, swinging to another tree without missing a beat. She needed to get away from the compound. Preferably before Happy figured out what she was doing and called Mr. Stark, and then she'd get into even more trouble.

"Incoming call from Happy Hogan," Karen told her after a few minutes, her tone almost disapproving as it was accompanied by the soft ringing of the mask.

"Ignore, Karen!" She cried, pushing herself off another tree.

"Penny, Happy has been attempting…"

"Mute!" She felt bad...poor Karen had always been nice to her. But now, she couldn't stand hearing her gentle voice...hearing the AI that Mr. Stark had made for her. Not after she'd ruined everything.

"Incoming call from Happy Hogan." She groaned in frustration, landing on the ground and running her hands through her, fighting the urge to start screaming.

"Just...ignore him, Karen! Keep ignoring him!" She leaned against the tree, glad she was hidden from the road as she ripped off the mask and put her face in her hands. For a moment, she just crouched there, fighting back the frustrated sobs that threatened to escape. She had to wait. Wait until she got home. Or at least until she was off Mr. Stark's property.

Jumping up and wiping furiously at her eyes, she ripped her backpack off, then smacked the emblem on her chest, making the suit slide off her shoulders. It slid down to the ground leaving her in her jeans and the t-shirt she'd come in, and she kicked it off of her feet, stuffing it into her backpack. She wiped at her eyes again, taking a long, shuddering breath.

Her phone rang again and she reached into her backpack, she glanced at the screen. Happy Hogan. "Leave me alone, Happy." She muttered, stuffing it into her pocket after hitting ignore. Zipping her backpack, she started walking, keeping her head down as she shuffled forward. It was nice outside, and even though she was hungry, she figured she'd be fine walking for a while. At least until she found a subway station. Or a bus station. She had some cash, so she'd be able to buy a ticket.

Suddenly a car came to a screeching halt behind her, making her jump. "Are you freaking kidding me?" Whirling around, she found Happy Hogan throwing his car door open. She hadn't even heard the car coming, too wrapped in her own misery. Glaring at the ground, she turned to keep walking. "What the hell, kid? I swear...if you take another step I will call Tony to come here in his suit and drag you into this car, do you understand?" He snapped, sounding angrier than he ever had before, and she froze in place, sure he wasn't bluffing. "So now you're not taking my calls? Is this some kind of payback for all the times I ignored your texts?" She bit down hard on her lip, hands clenched into tight fists. "You can't ignore my calls, kid. And you can't just take off! Do you know what Tony would do if he knew I just let you wander home on your own? Because it wouldn't be good! Do you understand?" She sniffed, wiping at her eyes again, and he went quiet for a moment. When he spoke again, his voice was softer. Smaller. Gentler. "Penny?"

"I've gotta go home." She said simply, keeping her voice steady somehow. She was sure she wasn't fooling him though.

"Yeah, Tony told me." She felt him move forward, walking around her and coming to stand in front of her. "Said he had a meeting. What's going on?"

"Nothing. I've just...I've got to get home." She choked out, hitching her backpack up further on her back.

"Kid, what happened?" Happy asked, voice soft and serious, arms crossed across his broad chest. Apparently Mr. Stark hadn't told anyone exactly what she'd done. She had to admit, she was surprised. She'd expected him to tell everyone. Then again, he didn't usually try to humiliate her, so it was probably wrong of her to expect that. She just wanted to go to bed...get a carton of ice cream and curl up under a pile of blankets...and cry. She wanted to cry. She wanted to be somewhere safe where she could just cry without anyone knowing. Happy was looking at her too closely and she wasn't going to be able to hold out much longer. She didn't want to cry in front of Happy. Or anyone else. Maybe Ned. Ned was safe. He'd make her feel better. He always could.

Instead of attempting to answer him, she just shook her head, biting back a sob. Putting a hand over her mouth, she tried to wipe at her eyes without making it too obvious. "Nothing." She whispered finally.

"Yeah, I can tell." He muttered. "Get in the car." He pointed and she sighed, nodding and climbing into the back seat. He jumped in the front, starting the car and hitting the gas. She could feel his eyes on her in the rearview mirror. She didn't meet his eyes though...just curled up in the seat and leaned her head against the window. "What did you do?" He asked after a while, and she met his eyes for just a second.

"Nothing."

"Nothing?" He repeated dubiously. She shrugged and he rolled his eyes. "You're wandering around outside, alone, when I'm supposed to driving you home because nothing's wrong and you did nothing."

"Yep." He huffed in the front seat, but she didn't know what to tell him. Nor did she really want to tell him anything. She'd done something stupid. She was an idiot. It was only a matter of time before Mr. Stark took her suit away again, and he wouldn't let her come back to the compound and she would lose the closest thing she has to…well, it didn't matter.

"Penny?" Happy's voice was a little softer and she ignored him. "Kid?"

"I don't want to…" She cut herself off when her voice came out weak and obviously whiney. "Just...can we not? Please?" She asked, wiping irritably at a tear that managed to escape. He was quiet for a long time, then he nodded.

"Yeah, okay kid." He told her simply, then flipped on the radio.

When he dropped her off at her apartment, no one was home yet, so she grabbed her backpack, called out a 'thanks' and waving when Happy did. Too keyed up to take the elevator, she ran up the stairs, barely breaking a sweat as she hurried up to the fifth floor. Before it would have had her gasping for breath just running up one flight of stairs. Sometimes her new powers were pretty cool...sometimes she was almost grateful to the spider that had bit her...and only a little sorry for immediately crushing it.

Even thoughts of her powers and the spider couldn't distract her. She missed Mr. Stark. Well..she didn't miss him. She'd just seen him. But she missed the man who was like her father. She missed a time when he wasn't angry with her...the time just a few hours ago before she'd screwed up. Screwed the pooch. That's what he always said...even though it was kind of a dirty expression, and one her aunt probably wouldn't like. She resolved not to say it around her. The point was, she was stupid. A stupid, curious child that couldn't be trusted. Wiping her eyes again, she forced the tears back. Ross had been talking about her. She couldn't help the thought. He'd been talking about Spidergirl! But she'd done something stupid and Mr. Stark had caught her and now he hated her and she was going to cry. She just knew it.

Before she could go back to thinking about the implications of Ross knowing she existed, her phone rang from her backpack. She couldn't help the automatic thought. 'Mr. Stark!' Maybe he was calling to tell her it was okay. That he wasn't angry with her...that everything was going to be okay. Jumping and digging her phone out of her backpack, she sighed when she saw her aunt's name on the screen, heart dropping. "Hey, May." She answered, forcing a smile that her aunt would hopefully hear in her voice.

"Hey, sweetie. Tony called...said he had a really important meeting today or something? Did he have his driver take you home?"

"Yeah, Aunt May. I'm home. I'm fine." Penny assured her, blinking hard. She wasn't a baby. She wasn't going to cry, not yet, not when it would upset May.

"Good. I wonder what was so important..." Her aunt trailed off, sounding like she was frowning.

"Don't know...he didn't say." Her aunt hesitated.

"Hon, are you okay?" Penny mouthed a curse, dropping onto the couch and letting her head fall back against the cushions. Her aunt always knew. Always! But how? How could she possibly tell? She forced her voice to be cheerful when she responded.

"Yeah, I'm, fine. Mr. Stark just had a meeting so I'm hanging out at the apartment. I've got to catch up on my homework and stuff anyway…" She lied easily. "I've got a little more reading to do, and I've got to email my teachers. I think I have a quiz on Friday."

"Okay, honey. If you need anything, call me. Or Tony and Pepper." She ordered. "I've got to get back to work. I love you, Pen."

"Love you." Penny murmured, hitting the end call button and putting the phone in her pocket. Then she immediately pulled it back out, making sure the ringer was turned all the way up, and then put it back in her pocket. He might call, she told herself. Tell her that everything was okay. That he wasn't angry. That she hadn't screwed everything up. Because that's what she'd done. She'd screwed everything up. She'd disobeyed him and he was angry and he was probably going to take her suit away and what if she didn't get to go to the compound anymore?

Dropping her head in her hands, she took a deep breath, sniffing and swallowing back tears. She wanted to stop...to stop thinking about it. Stop replaying it over and over. Why the hell hadn't she just stayed in her room? Suddenly she couldn't take it anymore. Couldn't be alone with her thoughts. She needed to talk to her best friend...she glanced at her phone for a few seconds. It was nearly two, and Ned didn't have Decathlon practice...so he ought to be home soon.

She jumped off the couch then hurried into her bedroom with her backpack, yanking it open and pulling out her suit. Changing into the suit so quickly that she almost fell, spider-reflexes and all, she yanked it on, smacking the symbol on her chest to make it fit, then kicked her backpack under the bed. Her mask was the last thing to come on, and Karen greeted her for the second time that day. "Good afternoon, Penny."

"Hey, Karen." She mumbled, closing her window behind her as she climbed onto her fire escape.

"Are you feeling better?" She managed a weak smile as she leaped, but of course, Karen was never fooled. Just like Aunt May. "You still seem upset."

"It's nothing." She grumbled, firing a web and swinging her way across the neighborhood until she reached her friend's apartment building, crouching outside his window and knocking. If she spilled her guts to Karen, then Karen could tell Mr. Stark, and she already felt like a big enough idiot without him finding out that she was crying over it. She was Spidergirl! A superhero. Superheros didn't cry because they made their mentors mad. But she could feel herself losing it, and she didn't want Karen to see and report to Mr. Stark when that happened.

Ned looked up, eyes huge and fearful until he realized who it was knocking on his window. "Penny! Holy shit!" He hissed, opening his window and letting her crawl in. "This is so cool! Hey, can I take a picture with you? Put it on Instagram? I won't tell anyone it's you! Oh, and I think that guy from our algebra class is having a party this weekend! It's not your weekend to go to Mr. Stark's, is it? Or...wait it is, isn't it! Maybe next weekend we can do something with you in your suit! I know you don't want people to know but if people knew that I knew Spidergirl..." Ned's word vomit finally came to a faltering stop when she sat on his bed, pulling her mask off and staring down at her feet, unable to keep up the facade anymore. "Penny?"

Instead of answering, she let out a sob, hand flying to cover her mouth as she cursed herself, and Ned practically sprinted to sit beside her, a hand moving to her back. "Pen? Penny, what's wrong?" She shook her head, unable to speak for the trembling of her lips and the cries finally escaping. She gasped for breath while he put the arm around her, holding her close to his side, and she curled up beside him, face hidden in his neck. "Penny? Are you hurt? Do you need to call Mr. Stark?" She sobbed harder at that, and he squeezed her, hand rubbing up and down her back. "Pen? What happened?" She gasped for breath she couldn't catch, then finally managed to speak.

"I messed up." She sobbed, gripping his shirt and letting him hug her close. "Ned, I messed up so bad…". She wasn't even sure if he could understand her at first because he took a moment to answer.

"Hey, it's okay. It can't be that bad, Pen. It's going to be fine." She shook her head.

"It's not! I'm so stupid...he told me to stay in my room and I didn't and now he might be in trouble with the government and the Avengers might never be able to get back together and it's all my fault."

Ned shook his head, rubbing her back with one hand and gripping her shoulder with the other. "You're not stupid. And I don't know what you're talking about but I'm sure it's going to be okay."

"He's so mad at me."

"Mr. Stark?" She nodded. "Well, he'll get over it." He tried to assure her. She just cried, not sure that anything would make her feel better. "He will! He really likes you. Otherwise, he wouldn't let you hang out at the compound and work on the suits and stuff." She didn't answer, wiping her eyes instead and staring at the floor. She couldn't stop...couldn't stop remembering what an idiot she had been. "What happened?" He asked softly.

"There was a man at the compound...Ross…"

"Like...Secretary of Defense Ross? Accords Ross? Ross who broke up the Avengers and sent half of them to a secret ocean jail?" Ned cried. She nodded, wondering if she had been allowed to tell him all that. "Holy shit! Did he see you? Does he know you're Spidergirl?"

She sighed. "He told me to stay in my room...Mr. Stark, not Ross." She explained, wiping her nose on the sleeve of her suit. "Ross showed up and Mr. Stark told me to go to my room so he wouldn't see me. Then...I heard him talking about Spidergirl, so I followed them...hid outside the door and listened."

"Penny!" Ned cried, pulling away a little, and she hid her face in her hands.

"I know! I know! It was stupid. But he was talking about Spidergirl and...and he wants Mr. Stark to turn Spidergirl into him! So he can put me in prison or something!" She didn't know that for sure, but she could assume. "So...I was about to leave and go back to my room but my phone went off…"

"You didn't put your phone on silent before eavesdropping on Iron Man's conversation with a government official that wants to put Spidergirl in prison?" She groaned, dropping her head on his shoulder and he squeezed her, his head resting on hers. "Sorry. It's fine. He'll be mad for a little bit but he'll forgive you. Like...he was mad after the ferry thing, but he didn't take your suit! So that's good!" She hummed noncommittally. "Did you apologize?"

"No. He kicked me out before I could." She grumbled.

"What? He kicked you out!?" She flinched a little at his tone as he screeched right next to her ear.

"Well...he had Happy take me home. Told Aunt May he had a meeting." She shrugged. "I tried to leave on my own...but Happy caught me."

"Caught you?"

"I uh...jumped out the window. Tried to walk back."

"Penny!"

"I know!" She cried, hating herself for whining but not sure how to stop. Instead, she slumped against his side and let him hold her for a few minutes.

"You want some dinner?" He finally asked, and she nodded, wiping her eyes again as he stood. "I'll go grab you something. Mom's not home yet, but I made pizza rolls." She dropped onto the pillow as soon as he was upright, draping a hand over her face.

"Thanks, Ned!"

"Sure." He called, closing the door on his way out, then coming back with a plate of pepperoni pizza rolls that she devoured, practically inhaling them. "Want more?" She shook her head, scooting so she was cross-legged at the head of the bed while he lounged at the end, telling her all about school and how much trouble Flash had been in, how he'd been moved out of her classes, and about their science fair project.

To get her mind off of everything, he pulled out his XBox and they played video games for almost two hours. For almost two hours, she managed to think about something other than Mr. Stark and how angry he was with her. But she knew she couldn't stay forever. It was getting close to five, and his mom would be home any minute, so she gave him a hug goodbye, promising to see him the next day in school. Opening his window, she jumped onto the windowsill and jumped, laughing a little when Ned cried out in surprise. Shooting a web and swinging as quickly as she could, she headed out to fight crime.

Going back to school, she was surprised at how little attention she got. She didn't even see Flash, except in passing as she got her lunch. He didn't look at her. Didn't touch her...just kept his head down as he carried his tray to his own table at the other end of the cafeteria.

She got a text from Happy on Friday morning. 'The boss has a meeting today that's going to run late. We're gonna have to skip your visit this week. Sorry, kiddo.' She stared at her phone as she sat in the cafeteria between Ned and MJ, telling herself again and again that she wasn't going to cry. That it was probably nothing...Mr. Stark was busy. She knew that. Of course, she knew that! It wasn't because he was mad.

Taking a bite of her chicken sandwich, she typed out a reply. 'Of course. That's totally fine.' She dropped the phone on the table, taking a long drink of her chocolate milk, picking it back up when it buzzed again.

'I'll see you in two weeks.' She started to type back when he kept typing, the little bubble with flashing dots appearing until another message appeared. 'It really is an important meeting. It's not because he's mad, kid.'

She sniffed a little, wiping her eyes, and texted him back. 'Can you tell him I really am sorry?'

'Sure thing, kid.'

It had been a week and a half since she'd heard from Mr. Stark or Happy. She had to assume that Happy had told Mr. Stark what she'd asked him to, but she hadn't heard from either of them. She went out as Spidergirl every day after school, fighting the urge to stare at her phone every few minutes. Remembering how she'd bugged Happy when she'd first gotten his number, she consciously didn't text Happy again, even though she pulled her phone out a hundred times a day to do just that.

Flash left her alone at school without fail, which made a bigger difference than she ever could have imagined. She and Ned were in most of their classes together, and MJ was in a few, so they all sat together and passed notes while taking notes, laughing under their breath and reading the little folded pieces of paper only when the teacher turned to the chalkboard. She had to wonder why their super fancy school where they learned about science and technology, and that Mr. Stark had donated a lot of money to, still used chalkboards. Still, it was like school was...well, not perfect or anything. There were still boring classes. There were still mean kids that gave them snooty looks when she and Ned gushed about Lego sets and Star Wars and teachers that gave them what felt like an impossible workload every night, but hey got through it together.

Every day when she got home from school, she put her phone on her desk, staring at it for just a minute too long before she would get out her homework, making her way through history and chemistry, physics and english, then breezing through Spanish before changing into her suit and going on patrolls. Every day it was more of the same, saving various pet from trees and helping old ladies and lost tourists find their way around Queens. One old lady gave her a dollar for her troubles which she dropped into the cup of a homeless man. On Tuesday, another old lady bought her an ice cream that she ate on a rooftop, staring down at her phone and wishing she could get up the courage to text Happy. Or Mr. Stark. Instead, she texted MJ, asking if she wanted to hang out on Saturday...not that she wouldn't see her the next day at school...she just needed someone to talk to.

The sun was going down, resting just above the skyline and she stared at it for a while, watching the colors change in the sky. She felt the same as when she'd been waiting for Happy to call back before Homecoming. When she'd waited and waited and texted and then waited some more...except this time, she wasn't even trying to text them first. She'd learned her lesson last time, looking back through pages of unanswered texts.

Mr. Stark had canceled their visit. He'd never canceled their visit before. Sitting on that roof, she wondered if he would cancel this one too. Bringing her knees up to her chest, she sighed and rested her head against them. Was this the beginning of the end? Was he going to keep canceling until...until what? Would she never get to go to the compound again? Never get to work with Mr. Stark in his lab or...she cut that thought off. She'd crief enough over this. She wasn't a baby...she had to prove to Mr. Stark that she was pretty much an adult...that she could handle this. He was an adult. He had important meetings. That was fine. She understood.

Someone screamed, making her jump to her feet. "Karen? What have we got?" She asked, shoving her phone back into the pocket of her suit and peering down into the alley. Nothing. She raced to the other side of the building, looking around. Still nothing.

"There is a young woman being mugged three blocks away." Immediately a path was illuminated in her path and she followed it, sprinting from one rooftop to another, then shot a web, swinging down and landing soundlessly behind the man holding a woman at knifepoint. Thankfully he didn't seem to have a gun, so she just leaned in and tapped him on the shoulder, jumping back easily when he swung the knife at her.

"Hey there. How's it going?" She asked, wiggling her fingers. "Woah, look at that knife! It's so...small…" She shot a web at the knife and yanked it toward her, catching the handle and holding it up. "Wow...isn't it kind of embarrassing to mug someone with a knife this small? Not that you should be mugging anyone with anything." She turned to the lady pressed against a wall, dodging under a fist he swung at her and grunting when another fist bumped against her side. He'd probably put a lot of force behind it, but thanks to her spider powers, she could take a punch. "Ma'am, you can go!" She waved, hoping she could hear the smile in her voice. Ducking another punch, she threw one of her own, catching him in the jaw. "Dude! Chill for a second, would you? I'm trying to have a conversation."

He landed another punch to her stomach, making her gasp a little, and she staggered back a step, eyes narrowing. "Stupid bitch. Why don't you mind…" She rolled her eyes, shooting a web at his mouth.

"Captain America would be ashamed of that language." She wagged a finger, then shot another web, binding his hands. "Karen, web grenade!" She requested, and then shot one in his direction, webbing him to the wall. "There we go. Alright, man. You just hang out." She giggled at the pun, waving and turning back to make sure the lady had gotten away. Thankfully she had. "Karen, can you let the police know that we've got a criminal webbed up in...well...whatever alley this is?"

"All done, Penny."

"Thanks, Karen."

"Sure thing. And might I say, excellent use of web grenade." She grinned.

"Thanks." It was almost like Mr. Stark's approval...almost like having him say it. He'd been the one to program the AI. Of course, she knew it was a stretch. Trying to put that thought out of her mind, she jumped onto the fire escape, climbing up the wall and back onto the roof where she could get a better vantage point. "Anything else going on?" She wondered, keeping an eye on the alleys where she stopped the majority of her crimes.

"Not at the moment." Sighing, she found another nice rooftop and pulled out her phone again, scrolling through Instagram and responding to a text from MJ telling her she was going out of town with her mom on Friday and she would be gone all weekend. Groaning, Penny told her to have a good time and bring her a souvenir from wherever she was going.

It was close to 9:30 when Karen spoke to her again. "Penny, there is a fire in an apartment building six blocks away." Jumping to her feet, she took off, following the glowing line.

"Are firefighters there yet?"

"They are on their way, but there are several civilians on the top floors." She swore under her breath, shooting a web and swinging toward the blinking dot in her mask's display.

"Is anyone hurt?"

"No. The bottom floors have all evacuated. There are seven floors, and civilians are trapped on the top floor. The fire originated on the sixth floor and spread from there."

"Thanks, Karen." She muttered as the apartment building came into view. She could see flames as she approached and shot a web at the building, landing on the side of it and clinging to the bricks. There was an open window and she slipped in, looking around and was immediately grateful for the filtration system that Mr. Stark had built into her mask. Hurrying through the bedroom she found herself in, she flung open the door and immediately regretted it when smoke filled her sight.

Swearing again, she looked around the kitchen but didn't see anyone. "Karen, is anyone in this apartment?" She asked, peering under a table and yanking open another door.

"There are two children in the bedroom to your right. They are hiding in the closet."

"Thanks." Hurrying to follow Karen's instructions, she found the closet and pulled the door open, finding two boys, one around eight and the other no older than five, pressed against the back wall. "Hey, hi…" She crouched down, wincing when the younger boy cried out, hiding his face in his hands. "No, no no...it's okay. I'm just...here." She reached up, pulling the mask up over her face and coughing a little. "I'm just a normal person, see. Hi." She smiled at the little boy, all too aware of how little time she had. "Can you guys come with me? I'm going to get you out. Okay?" The boys didn't move, so she reached out, grabbing the older one under his armpits and hauling him to his feet where he just stood, wide-eyed and shaking. "It's okay. Come on." She pulled her mask back on, grabbing the little one and lifting her into her arms. He grabbed her neck, and she crouched down. "Climb on my back." She ordered the older boy who hesitated before doing so. "Good. Hang on, okay? Hang on really tight."

The boys both held on tight as she found another window, jumping out onto the fire escape and shooting a web, then swinging down to the back alley. The little one was crying by the time she landed on the ground, and she patted him on the back. "It's okay. Hey, look, we're on the ground. Right? Look." He shook his head, face hidden in her neck, and she crouched, letting his big brother down off her back. "Hey, can you take your brother and go out to the road? There are firefighters there...they'll help you." She handed the boy off, then jumped, clinging to the bricks and crawling up the wall as fast as she could. "Karen, next!" She cried.

"Top floor, third window to the left. There is a woman trapped in her kitchen. She has a baby."

"On it!" Thankfully the window wasn't locked and she was able to climb in easily, ignoring the heat that was going from uncomfortable to suffocating.

Both the woman and her baby were crying, loud wails that were interspersed with painful sounding coughing, and the apartment was filled with thick smoke. "Ma'am, I'm going to get you out!" Penny assured her softly, approaching carefully. "Is it just you two?" The woman nodded, thick lines of mascara smeared over her cheeks, and Penny jerked her head. "Quick, follow me to the window. I'll get you both out."

"But...everything...everything I have is…"

"Penny, the structure is becoming unstable." Karen urged in her ear. "There are still civilians trapped in the building."

"Okay...okay we have to go right now. Like...right now."

"Just let me get…"

"No!" Penny grabbed the woman's arm. "Listen, the building is unstable. It might come down. We need to get out right now." The woman shook her head, pulling away, eyes wide and frantic.

"Everything I have is here." She practically wailed.

"Penny, the fire has spread to the roof," Karen told her, voice almost gentle. "You need to get out now."

"If we don't get out, we're all going to die here." She pulled on the woman's arm, urging her toward the window, and finally, she took a step, letting Spidergirl pull her over to the window. "Okay, hold onto the baby. I'm gonna carry you down." The woman struggled when Penny scooped her into her arms. Shooting a web and holding onto the woman with one hand, she jumped, praying this would actually work and the woman wouldn't let go.

Thankfully she didn't, and this time there was a firefighter waiting. "Miss, um…" He reached out and caught the lady as Penny sat her down.

"Spidergirl."

"Right. Spidergirl. You can't go back in. We've evacuated all but the top floor, but the building it going to come down."

She sighed, looking back up at the building. "Karen, how many more people are left?"

"There are four children and two adults still on the top floor." She ran without another thought, flinching at the heat and using the same window on the top floor as she ran, dodging debris. "Lead me to them, Karen! The closest people."

"One adult and three children are in the last apartment on the left. Follow this line." She followed her AI's instructions, racing as fast as she could toward the apartment Karen was leading her toward. "Penny, the temperature is rising and the roof is beginning to cave in. You need to get out."

"I can't! There are people! They'll die." She cried, sprinting down the hallway and finding the door, not hesitating before she kicked it open. Someone screamed from inside, and she found a man crouching down with his arms around a girl and a boy. "Come with me! Hurry!" She cried, and she reached out, grabbing one of the kids while he grabbed another. The fire had already taken part of their apartment and the only way out was through the hallway again. She hid the boy's face in her shoulder, worried about how little he moved. He coughed and she hugged him, kicking open the door to the next apartment and finding an open window.

"Okay, hang on, honey." She murmured. The boy didn't respond. She shot a web, practically jumping straight down, barely slowing her decent with the web, and handed the boy to the firefighter, ignoring both him and Karen telling her that the building was too unstable. Then Karen's tone changed.

"Penny, the building is not safe. If you go back inside, I will be forced to call Mr. Stark." She shook her head, shooting a web to the window where she'd left the man and his daughter.

"No. Don't call him. He's mad at me, Karen!" She bit out, jumping back through the window and reaching out for the man. "Climb on my back." She ordered, realizing the little girl was unconscious and the man was pretty out of it as well. His shirt was covering his daughter's face, and he was rubbing her back. "Here, I'll hold her." It was so hot...so unbearably hot, but she had to get them out. She scooped the little girl into her arms, turning and letting the man wrap his arms around her neck, holding on tight, which was ridiculous because he was a lot taller than her, but she jumped out the window anyway, letting the web slow them down until she was on the ground, handing the unconscious child to the same firefighter who was ready with an oxygen mask.

The man started to thank her, but she was already climbing the building again. It seemed like the actual bricks were radiating heat. "Calling Mr. Stark."

"Karen, don't!" She cried, swinging in through the same window. She made it less than three steps before something gave, and she felt herself falling, heat swallowing her as she screamed, then she hit something hard, landing on her side and rolling to the ground, finding the breath to scream wouldn't come. Her mouth opened and her head was thrown back anyway, eyes wide as she gasped and whined. Pain exploded in her side and spread throughout her whole body. Her ankle was hurting so much she couldn't stop the whimpers and she couldn't breathe...it felt like she was getting air thorough a straw, and every breath made her chest burn.

Something was on top of her...but she couldn't see what through the black smoke. Then a new voice was in her ear. "Penny? What's going on, kid? I'm getting an alert from the suit." And suddenly she didn't care that he was angry anymore, or that he might take the suit away. All she cared about was getting out. She opened her mouth, gasping for air, and tried to push whatever had fallen on top of her, but had to drop back down to the ground, tears dripping down her face when there was a stab of agony from her ankle. It had to be broken...she hadn't even noticed thanks to the pain in her side.

"Mr. Stark…" She gasped out, and immediately his voice was quieter...more serious.

"Penny? Talk to me, kid. Karen says you're hurt...I'm tracking you. I'm on my way. Where are you? An apartment building?" There was the whooshing sound and she realized he must be in the suit.

"Mr. Stark...I'm sorry. I'm so sorry." She sobbed, wheezing. She finally had a chance to apologize...she couldn't waste it. "I shouldn't have been eavesdropping…"

"Kid, don't worry about that right now, okay. I'm on my way."

"I'm sorry." If this was it...if she was going to die under a pile of burning rubble, burned to death or suffocated, then she needed him to know. "I'm...I'm sorry. It was so stupid. I shouldn't have…"

His voice went soft then. "It's okay, honey. It's okay. I'm not mad. I'm coming to get you. Can you tell me what's going on?"

"Fire." She gasped. "I'm stuck."

"Okay. It's okay. I'm on my way….shit." She couldn't stop sobbing, head dropping to the ground as she tried and failed again to push whatever had fallen on top of her off.

"I can't...I can't breathe. Mr. Stark, I can't…"

"I'm coming, kiddo. I'm almost there. It's okay." She choked on a cry, whimpering and pushing weakly against the stuff on top of her. For a moment, she wondered how he could be almost there if he was coming from upstate, but her brain was too busy fighting the pain. Closing her eyes, she sobbed, mouth open as she gasped.

"Please…"

"I'm coming. I'm close, kid. I can see the building."

"I'm...I'm sorry. I shouldn't…"

"I'm in the building, Penny." He said something else she didn't hear, something muffled, and then he was talking to her again. "We're coming, kiddo. Just a second…"

"I'm so sorry." She needed him to know...needed him to understand. "I messed up. I'm sorry."

"Hush, Spiderling. It's okay. We'll talk about that later." He was close then, and something was touching her arm, then her forehead over the mask. "I'm right here."

"Mr. Stark." She whimpered.

"I'm here, honey. It's okay. We're gonna get you out." She started to ask who 'we' was, but then someone else was talking as whatever had been on top of her was lifted off and breathing got just a little easier. "There you go. Better?" Mr. Stark sounded really worried, and she wondered why.

"Tony! The civilians are clear! We've got to get out now!" That voice sounded familiar but she couldn't place it.

"How...there were more...people…" She choked out.

"Cap got 'em before I got here." Mr. Stark assured her, and she opened her eyes, finding the familiar faceplate staring down at her.

"What?" And then Captain America was there and her brain refused to process that. Instead, she focused on breathing which was getting harder.

"Friday, tell me about her injuries. Most severe to least." She heard Iron Man demand, and then his AI was answering, sounding worried.

"Punctured lung on her right side." He swore aloud at that one as her head swam. "Moderate concussion. Broken right ankle. Multiple broken ribs. Multiple bruised ribs." Friday started to go on but Mr. Stark cut her off impatiently, leaning over her as debris continued to fall, his body shielding Penny's.

"Anything spinal? Anything to make moving her dangerous?"

"No spinal injuries detected, sir." Friday's muffled voice told him.

"Tony! It's coming down!" She coughed, gasping for air, and suddenly there was a crash. Opening her eyes she flinched when she realized how close he was, his whole metal-encased body kneeling over her, his hand up so his arm shielded her face. Something crashed down and he rested a metal hand on top of her head, the debris crashing onto his back and around them.

It stopped after about a minute and then Captain America was talking again. "Tony? Are you two okay?"

"Fine." Mr. Stark looked up. "Steve, I'm gonna carry her. Can you clear us a path?"

"Sure thing." Then metal arms were going under her legs and her back, ready to scoop her up.

"Alright kid, this is going to hurt. I'm sorry...we've got to move quick." He murmured, standing carefully. She nodded, glad he couldn't see her tears, and then did her best to bite back the strangled scream. "I know." He murmured, squeezing her gently. "I know, kiddo. We're gonna get you back to the tower. Just relax." She rested her head against his shoulder, closing her eyes and just letting him carry her. Iron Man and Captain America were there to save her, and she didn't have the energy to care what happened next. Tears dripped down her face and she tried to ignore them, sniffing softly and wincing when that hurt even worse.

Penny wished that she could pass out...that she could close her eyes and then open them to the gentle beeping of hospital machines and magically feel better. But she couldn't. She was awake for all of it, and she had to try to stop another scream when Mr. Stark landed on the ground, Captain America somehow nearby. How had he kept up when Mr. Stark had been flying? "Tony? You need a ride?"

"I'm going to fly her to the tower. I've got medical staff standing by. You can head back to the compound if you want."

"I'll come. Should we get her an oxygen mask? She has a punctured lung."

"Her mask filters out smoke. I'll get her on oxygen as soon as we get back" They were still talking, but suddenly they weren't and she they were flying. "Penny? You with me?" She groaned, mouth open under the mask as she gasped for air. "Stay awake, Pen. We're close."

"Tower?" She asked, barely able to get the word out.

"Yeah, kiddo. I was meeting Cap there. We needed a base in the city so I got it back. You're lucky we were so close." She made a noise but couldn't manage words anymore. "We're almost there. Just stay awake. You ever heard of Helen Cho?" She nodded against his shoulder. "Well, she's in South Korea right now, but she trained my medical team, so...there's that." He was trying really hard to stay positive and she managed a smile under her mask. "Penny?" She made another noise, eyes fluttering shut.

Before she knew it, she was being sat down on something soft and people were swarming around her. "Sir you need to step outside. We've got to get her suit off." She reached out before he could leave, grabbing his hand and squeezed hard enough to keep him close.

"I won't look. I'm right here, Spider-kid. Don't worry. I'm not going anywhere." And then someone was touching the spider on her chest and the suit went loose, and someone else was lifting her a little, easing her out of the multimillion-dollar suit that would probably smell like smoke forever, leaving her in a tank top and shorts. It shifted her ankle, though, and she screamed without meaning to, crying out as someone slipped her mask off. "It's okay. We're gonna fix you up. It's okay."

"Sorry." She gasped, squeezing his hand and trying not to hurt him, and he squeezed back.

"It's okay. It's fine, honey. Just stay with me."

"I shouldn't have gone back inn...I'm sorry…"

"No, you did good, Pen. You did so good. You're a hero, kiddo. You got those people out." His voice broke a little and she gasped when someone shifted her. "Just hang on."

Everything went blurry for a while after that. A mask was fitted over her face and breathing got easier. Something stabbed her in the side and that hurt like nothing else...she heard herself scream but wasn't conscious of doing it. Someone squeezed her hand and told her it was okay, and then her ankle was moved and it hurt so bad that she thought she was going to pass out. Unfortunately, she didn't. Just felt dizzy and sick and worried that she would throw up. Whimpering, she bit down on her lip, trying not to scream again, and she focused on that until she heard a familiar voice.

"Penny? Kid?" She felt her eyes focus and she turned her head just a little to find Mr. Stark in a chair beside her. "There you are." A hand pushed some hair back and it took her a moment to register that it was his hand on her hair. "You with me again?" She nodded.

"Yeah." She whispered under the mask. "What...what time is it?"

"Almost midnight. We got to you around 10:00. It took us a little bit to get you out of that building. It was coming down." He stroked her hair again and she almost closed her eyes at the sensation. Everything else hurt but that felt nice. "Rogers got there before I did and tried to get to you, but he needed help...he got the other civilians...and a cat, out of the building first." She smiled.

"Good."

"The ankle is healing...it might take a while. It was broken...pretty bad break. I think you fell through the floor and landed on a table. Then part of the ceiling came down on you. The punctured lung has almost healed. You'll need to be on oxygen for the rest of the night. Maybe tomorrow too. The bruised ribs aren't too bad, but the broken ones are probably going to hurt for a couple of days. You need to stay in bed until they're healed. The concussion wasn't too bad." His fingers combed through her short hair. "Pepper's at a meeting in Boston, but she's on her way here. I told May there was a fire and that you're okay but you'll be staying with us for a day or two." He hesitated. "If you want her to come, I'll call her back. I told her it was nothing major…"

She shook her head, cutting him off. "No...don't tell. Please."

"Okay. No problem. We'll keep May in the dark." She sighed, closing her eyes and nodding. The last thing she needed was for her aunt to freak out. He was quiet for a moment, then continued. "You awake?" She hummed, nodding and forcing her eyes open. "I need to, um…" He sighed, leaning in. She realized he was sitting on a folding chair beside her, and that she was laying in a hospital bed with rails up on one side. They were surrounded on two sides by a curtain, and beyond her bed, she could see an empty hallway. So this was the tower Med Bay. "I need to tell you...that I'm sorry." She blinked at that, shaking her head, but he held up a hand. "I do. I need to…" He ran a tired hand over his face then put a hand on her shoulder. "I'm sorry, kid. I've been working with Ross to try and get the Accords amended and I've been meeting with Steve and Romanoff and Vision has been talking to Wanda...I've had a million meetings and we've been…" He shook his head, cutting himself off, then continuing.

"My point is, I shut you out without meaning to. I was...I was scared. I was scared that Ross would figure out who you were and I was scared that he would get to you. So I sent you home without talking to you and then...I had to cancel your last trip to the compound and I really did have an important meeting with Steve but I should have told you that myself and...I was worried about getting you involved. And...shit." He murmured, putting a hand over his mouth for a moment. "You told Karen not to call me when you needed help because you thought I was still mad." He met her eyes, looking more serious than she'd ever seen him. "And I need you to know that no matter how angry I am, or how angry you think I am, I will always help you. Always. No questions asked. You need help, I'm there. I swear, kid. If I can't be there, I will send help. I'll send the whole Avengers team if I need to."

She nodded, ashamed to realize she was crying again, and he took her hand, squeezing gently. After a second, he brought up a finger to brush away one of her tears. "You go ahead and rest, kiddo. You need anything?" She shook her head. "Alright. You want me to stay?" She nodded, past caring about how embarrassing that should be. "You got it, kid. And hey, I think Steve's around. Maybe tomorrow, you can meet Captain America for real. He'll probably give you his autograph if you ask nicely." Managing a wet laugh, she closed her eyes, letting sleep pull her under and wondering if Ned would want Captain America's autograph. Almost definitely.


	4. The Press

****

**The Press**

"Oh god...Tony…" Someone was upset. Crying? Penny couldn't tell. But something touched her hair and she couldn't muster up the energy to figure out what was going on.

"She's fine." Penny was asleep...well, she was almost certain that she was asleep. Everything hurt, but not as bad as before, even if she could barely remember 'before.' What had happened? Why did breathing hurt so much?

"She's not fine!"

"She's...she going to be fine." Who? Who was Mr. Stark talking to? Where was she? And who was going to be fine? Her? Was he talking about her? Of course she would be fine! She was always fine. Except...everything hurt. She tried to isolate what exactly was causing the pain and decided that her sides were the worst, with her ankle being a close second, and her head throbbed in time to her heartbeat. Why?

"What happened?" The question was a whisper, but Penny heard it loud and clear.

"She was evacuating an apartment complex that had caught fire. Steve and I were here when I got an alert from her suit. The floor caved in underneath her and she landed on a table...broke some ribs, broke her ankle, and she hit her head pretty hard." Mr. Stark's voice was subdued and her brain struggled to keep up with all of that. Fire. That sounded familiar. But she was so tired.

"She was alone?"

"I didn't know." She wasn't sure why he was defending himself...of course she had been alone. She almost always did patrols alone...the only time Iron Man showed up was when things got seriously dangers and he happened to see it on the new or something...however it was he always seemed to know. "Her suit contacted me right before she fell...it was just a routine patrol."

"Did you call May?"

"Yeah. Downplayed it. She didn't want me to tell May the whole story."

"Tony…"

"I know. I'm going to wait until she looks better, though."

"Was she conscious?" The not-Mr. Stark person asked. She knew the voice, but her brain didn't want to process it. It just wanted more sleep. And she was happy to oblige.

"Yeah. She fell asleep about an hour ago." With that, she let go, easing herself back into sleep and embracing it.

Everything still hurt. That's the first thing Penny noticed when she woke again. But this time, the memories were right there, easy to grab onto and look at. Fire. The fire in the apartment complex and the people and the floor caving in. Then Iron Man and Captain America had swooped in to save her and...something about Captain America's autograph in the Med Bay? That didn't make sense. They were in the tower. She remembered that much. Mr. Stark had gotten the tower back? It was a blur of pain and fire and heat and worry..she stared at the faraway ceiling and tried to make sense of those memories.

"Penny?" She jumped a little, turning and finding Mr. Stark still sitting at her bedside. Had he stayed the whole night? Beyond him was a window covered by curtains that she couldn't see through, and she wondered what time it was…how long had she been asleep? How long had he been sitting beside her?

"Hey." She murmured from under the oxygen mask which she was annoyed to find still attached to her face.

"How are you feeling?" He asked, voice soft as he leaned forward in that little folding chair. She shrugged, not wanting to tell him how much everything hurt. Mostly her sides and chest, but her head was still throbbing too, and her ankle felt swollen and painful if she even thought about moving it. Mr. Stark wasn't fooled by her attempt at brushing the question off. "Still hurting?" Mr. Stark observed, eyes sad. She nodded, taking a deep breath of the oxygen coming through the mask on her face and wondering when it could come off. "Yeah, it's hard to find pain medicine that works on spider-children." He attempted to smile, and she returned it.

"Tell me about it." It was a problem she'd been living with for quite a while now. She started to sit up, but he put a hand on her shoulder. She was usually a lot stronger than him, but she was too tired to fight, so she let him ease her down onto the bed once more.

"Easy, Pen. Just...lay down, okay?" She had to agree, laying down sounded like a great idea, especially when moving made her side give an awful stab of pain. Plus, Mr. Stark wasn't mad at her anymore. It was amazing how quickly that could calm her down...just him being there, back to normal. Mr. Stark was there. She was safe. "It's almost 7 in the morning. You can go back to sleep if you want."

She opened her mouth to answer but coughed instead, mouth too dry to swallow. "Water?" She asked, and immediately he was lifting the mask and holding a straw to her mouth. As much as she wanted the mask off, she had to admit that it made a difference, so she didn't complain when he put it back after she took a long drink. "School?"

"Don't worry about school. As far as they know, you've got that awful stomach flu going around." She started to say that she'd rather have the stomach flu but figured he wouldn't appreciate that joke. "Pepper got here last night but I sent her to bed." Pepper. That must have been who Mr. Stark had been talking to!

"You sleep?" She rasped from under the mask. He shook his head.

"No, I wasn't really sleepy, kiddo. I've just been catching up on some work. Why don't you get some more rest?" Usually, she would have argued, but her vision was going blurry and she let her eyes close, giving in, slumping against the pillow and wondering if he was giving her some kind of sedative, not that most of them worked on her. Or maybe it was just her body's enhanced healing making her sleepy. Regardless, she couldn't seem to stay awake.

The third time she woke, the pain wasn't as bad. Reaching up, she touched her mouth, wondering where the oxygen mask was. There was something under her nose, though, and she tried to pull it away, but a hand caught her wrist. "Nope, you need that."

"Ugh." She grumbled, opening her eyes and finding Mr. Stark still at her side. "Time?" She asked, coughing a little.

"It's about 10:30. You hungry?" She blinked instead of answering, starting to sit up but freezing in place when that sent a stab of pain through her side. It must have shown on her face because Mr. Stark practically lunged forward to grab her shoulder and push her back down to the bed. "No, no sitting up. No moving. Remember, big fire? Broken ribs?"

"Right." She pressed a hand against her side. "Still?" He nodded, expression grim.

"Still. Broken ribs are going to take a few days, even with your super healing."

"What else?" She wondered, thanking him when he handed her a cup of water.

"Bruised ribs are mostly better. The concussion too. Our biggest concern is the ankle and your ribs. They reset your ankle and it's in a cast. You have to say still for a little while longer and give them a chance to heal. May said she was going to stop by after work today...I told her the basics but kept it brief. Oh, and your phone has been ringing for a while." He leaned forward. "You want to try and sit up? Eat something?" Her stomach growled and she nodded.

With a patience and gentleness she hadn't known he possessed, he grabbed some pillows, then put an arm around her back, holding her upright. She kept her jaw clenched, not letting herself make any noise as he piled the pillows behind her back, then eased her back against them. She couldn't help her eyes slamming shut, taking a deep breath as she tried to breathe through the pain. She'd probably had worse, but she couldn't remember when.

Someone had dressed her in a loose pajama top and it felt like she was wearing pants under the blankets, for which she was grateful. Her suit had reeked of smoke, and the tank-top and shorts she'd had on underneath probably had too. "Alright, I'm going to grab you some breakfast. If you feel up to it later, I can give you a tour."

She gave him a tired frown. "I thought you said I couldn't walk."

"You can't. But we have wheelchairs here." Mr. Stark opened the curtain, letting in the morning light on his way out of her little curtained off space. "Are eggs and bacon okay?"

"Oh...you don't have to…" She started, hating the idea that after a full night of sitting at her side, he would have to make her breakfast too, but he just gave her a look. "You really don't have to." She muttered, staring down at her hands.

"I want to, kid. So, eggs and bacon or something else?"

"Whatever's easiest, Mr. Stark." She murmured, and he exhaled loudly but didn't argue anymore. Instead, he opened the curtain around her bed a little, made sure her phone was within easy reach, then headed out.

"I won't be long." He called, and as soon as he was out of sight, she grabbed her phone and found that she had several missed calls and texts from MJ and Ned.

'Where are you?' -Ned.

'You're going to miss homeroom, loser.' -MJ

'Penny, are you okay?' -Ned

'There's nothing online about Spidergirl. Are you okay?' -Ned

'I'll get your homework.' -Ned

'Just text me when you can.' -MJ

Penny stared at the group text for a moment, then typed up a response. 'Got into some trouble last night. I'm at the Tower with Mr. Stark.' She heard someone approaching and wondered how Mr. Stark had made bacon and eggs so fast. 'It's not too bad, but I probably won't be back in school until tomorrow...if Mr. Stark lets me.' That was doubtful, especially since her broken ribs were still hurting so much and she couldn't walk.

"Mr. Stark, do you think I can…" She glanced up, freezing when the man across from her did.

Captain America was wearing a sweatshirt and jeans, eyes huge as he stood at the foot of her bed. His mouth was open, arms limp at his sides, and she found herself unable to move, the half-finished message still up on her phone. "I...I'm so...I'm sorry." Captain America stuttered. "I...I didn't know…" He shook his head, running a hand over his face. "I'm sorry. I was looking for Spidergirl."

"Oh…" She murmured, putting her phone down.

"I'm...I'm so sorry for intruding. I'm Steve Rogers." He held out a hand that she shook as soon as he was within reaching distance. Even that movement hurt, and she tried to hide the flinch.

"Right. I think everyone in America knows who you are Captain Rogers." He grinned, that soft, earnest smile she knew from the PSAs. "Um...I'm Mr. Stark's intern. Penny." He nodded but didn't ask why she was currently in a bed in the Medbay of the tower, and she wondered if that was because he was too polite or because he'd guessed who she was. She didn't want to confirm it either way.

"Nice to meet you, Penny. I'm sorry for barging in. I thought Tony said Spidergirl was here…" He looked genuinely confused and she put on her best innocent look. It worked on May...like, 25% of the time.

"Um...there was a lady here but I didn't see her." She shrugged. "Mr. Stark never really tells me anything about her." He opened his mouth to answer but before he could, footsteps were coming down the hall.

"What the hell are you doing down here, Rogers?" Mr. Stark's voice was quiet...dangerous. She flinched, even though it wasn't aimed at her, and Captain Rogers sighed, taking a step away from the bed and smiling at Mr. Stark.

"Hey, Tony. I was looking for Spidergirl...I wanted to make sure she was okay. But I ran into your intern." Mr. Stark finally came into her line of sight, and he looked just as angry as she'd feared. As angry as she'd been with Captain Steve Rogers after she'd seen what he'd done with Mr. Stark, she couldn't help wanting to keep them from fighting. Especially considering she couldn't help at the moment.

"Mr. Stark! You didn't tell me Captain America was here!" Both men turned to look at her, one incredulous and one nearly amused. "Do you think I could get your autograph, Captain America, sir? My friend Ned loves you and he'd die if I could get him your autograph." Mr. Stark continued staring at her, but Captain Rogers smiled, that smile you would give to a child in a hospital bed which, she guessed, she was to him.

"Of course. Tony do you have a piece of paper?" Rolling his eyes, Mr. Stark pulled a notebook out of his breast pocket along with a pen, handing it over with a huff, and Captain America flipped it open to a blank page, carefully scrawling out his signature, then ripped it out with a flourish and handed it to her. "For your friend, Ned."

"Thanks, Captain Rogers." Mr. Stark mimed sticking a finger down her throat behind her back, and she almost laughed but managed not to, mostly because it hurt. He immediately stopped when he saw her gritting her teeth, a hand pressed to her side.

"Are you okay?" Captain Rogers asked, glancing over at Mr. Stark who had turned solemn.

"She's fine. It's time for breakfast, kiddo. Steve, I'll meet you upstairs." Despite the fact that Mr. Stark didn't have a tray of food, and the fact that she couldn't get out of bed, she just waved to Captain Rogers who gave a concerned smile and then left. Mr. Stark waited until he was gone...until Captain America had disappeared into the elevator to speak. "His autograph?"

"Didn't you say he might give me his autograph?" Mr. Stark snorted, rolling his eyes and finally smiling a little. "Think he bought it?"

"Oh, that my clueless intern is in my Medbay at the same time as Spidergirl for some unexplained reason? I'm sure he bought it." She sighed, slumping against the pillow. "It's fine, kiddo. It's not your fault he decided to wander down here. I'm going to have FRIDAY lock that elevator."

"I thought you were bringing me breakfast." She teased, and he chuckled.

"FRIDAY told me that Spangles was down here and I thought I had better come down before you told him all your secrets." He reached out, ruffling her hair. "How are you feeling?"

"Tired." She admitted, eyes heavy. She wasn't sure why...she hadn't even done anything since waking up.

"Okay. I'll go get that food, then you can rest." He left the hand on her head for a second and she felt her heart squeeze just a little. She loved him. The knowledge crashed over her like a wave, filling her chest and every other part of her. He was like her father and uncle Ben and she missed them and still loved them, but she loved him too. She couldn't say it, of course. This was Tony Stark. He was allergic to sappy emotions and she was just some kid he was mentoring. Still, she didn't think she could keep it out of her eyes because for a moment, he just looked down at her, and she thought he must know...must be able to see it.

Neither of them acknowledged the moment. Instead, he went and got her a tray of food, placing it on a table that rolled over her bed, and she took a few bites before chancing a look at him. He was sitting beside her in the same folding chair, doing something on his phone. "Mr. Stark?"

"Hm?" He asked, looking up from the phone.

"You didn't have to stay all night...you can go work if you need to."

"I don't do things if I don't want to kiddo, get that through your head."

"Did you eat?" She asked between bites, and he smiled down at his hands before shaking his head.

"You've been spending too much time with Pepper. Speaking of which, she's on her way to see you."

She put her fork down. "Shouldn't you eat something?" He sighed, still smiling.

"I'm fine, Pen." He brushed her concerns away. "Actually, I wanted to give you something." He grabbed a box from a table behind him that she hadn't noticed, holding it out to her, and she wiped her hands on a napkin, staring down at it in confusion. "Well…"

"What is it?" She asked warily, taking it when he gestured again for her to take it.

"Open the box and find out." She did, pulling out a smaller box that opened to reveal a small digital watch looking device with a square face.

"Um...Mr. Stark...is this a Fitbit?" She asked, glancing up at him. "Are you worried I'm not getting enough cardio?" He chuckled, shaking his head.

"It's actually not a Fitbit. I call it a StarkFit." She snorted, rolling her eyes and muttering 'of course you do.' He laughed again. "They're not going to be mass produced or anything. Stark Industries isn't breaking into fitness trackers just yet. This one is just for you." He tapped the display and it showed the time, then, underneath, a 0 over some footprints. "It's already synced to your phone and Karen. It tells you how many steps you've taken, how many calories you've burned, the time…" He turned the watch, pointing to a second, smaller button on the side. "And this is a panic button."

"A...a panic button?"

"Yep. It's waterproof, fairly fireproof, inconspicuous...just press this button three times in a row and it will alert me that you need help. If I'm not available, it will automatically alert the nearest Avenger." He hesitated. "It's for when you're not in the suit. If you need help, just press this button three times. No matter what the problem is, if you need me, I'll come. Okay?" His voice was soft and serious, and she realized how worried he must have been.

"Okay." She whispered, not about to fight him on this.

"Good. Wear it all the time. It has a tracker so I can find you if I have to. The charger is in the box. Keep it charged, okay? Everyone on the team has some kind of panic button, and if anyone else hits theirs, it will send you an alert."

"Even the rogue Avengers?"

"Yep. Everyone." She nodded, holding onto the watch/tracker/panic button for a moment, then strapped it to her right wrist. "If it gets broken or you need a new band or anything, let me know and I'll fix it. When you're back on your feet, I'll show you how it works. Maybe you can build one, help Stark Industries break into fitness trackers." She nodded, a faint smile turning the corners of her mouth as she stared down at the physical proof that she was important to this man...important enough to warrant a panic button that went directly to him and the rest of the Avengers. She had the power to summon the Avengers! Ned was going to flip. "You feeling okay?"

"Yeah, I'm fine."

"Penny." Miss Potts' voice caught them both by surprise, and Penny immediately found herself being engulfed in Miss Potts' arms. A gentle hand came around to the back of her head, stroking her hair. For a long time, the woman held her. Had she not been so strong, it would have been too tight. Then Mr. Stark's fiancee pulled away, keeping her hands on Penny's shoulders and just looking at her. "Are you okay?"

"Of course." Penny started to lie some more, but Miss Potts just lifted an eyebrow and turned to Mr. Stark.

"Tony?"

"She's fine." The woman stared at him for a long time.

"FRIDAY?"

"Penny has multiple broken ribs and a broken ankle, all of which are still healing. Her concussion has nearly healed, but it has slowed her metabolism and her healing factor. She will need to remain on oxygen for several more hours in order to ensure the damage to her lung continues to heal. I would recommend at least another full day of rest."

"See. Fine." Penny tried, shrinking under Miss Pott's glare.

Miss Potts didn't say anything else about it, but she did spend the rest of the day at Penny's side, shooing her fiance off and keeping the girl entertained with movies and. By the time her aunt arrived that evening, she was able to move around much better and Mr. Stark allowed her to take off the nasal cannula, none of them wanting to alarm May.

May looked like she was going to cry the moment she stepped into the room, and Penny's heart dropped. She hated worrying May. Hated it more than anything, and it was only a stern look from her mentor that kept her from climbing out of bed and throwing her arms around the woman. Instead, she waited for May to come to her, throwing her arms around her as best as she could, hiding her face in her aunt's neck. "I'm sorry...I'm so sorry May."

"I know," May whispered, a gentle hand stroking her face as she pulled away. "I know, baby."

"I didn't mean to…" Mr. Stark hadn't told her Aunt the extent of it, but it was obvious that she wasn't looking too good. "I'm sorry."

"I know, honey. It's okay." She assured Penny, squeezing her shoulder. "You're okay. Everything's okay." Penny would have kept apologizing...kept trying to convince her aunt that she hadn't meant to worry her, but that's when she caught the bruises on her aunt's wrist. They were in the shape of fingerprints, dark brown and purple, and Penny felt like she'd been splashed with cold water. She sat up so fast that her ribs ached, and Mr. Stark put a hand on her shoulder.

"Woah, kiddo. You've got to stay still." He turned to May. "It's not too bad but she needs to stay in bed to let her ribs…"

"What is that?" Penny asked, not caring for once that she had rudely cut Mr. Stark off, and all the adults turned to her in surprise at her tone. "May? What is that?"

"Penny…" Her aunt was placating...voice gentle. "Honey, it…"

"Did...did Skip do that?" She demanded, eyes huge as she momentarily forgot about the other people in the room.

"May?" Miss Potts asked softly, looking between Penny and her aunt, and she realized that Mr. Stark had paled a little, eyes huge as he stared May's arm.

"Did Skip do that?" She demanded again, hating that her eyes were wet.

"I broke up with him," May told her gently, but Penny shook her head.

"Did he do anything else to you?"

"Penny." Her voice was firm...reprimanding, but Mr. Stark stepped in.

"May? Do you need a doctor?" His voice was deadly calm, but Penny could tell he was mad. Of course, she'd only told him the bare minimum about Skip, but she knew he didn't like him.

"No. He grabbed my arm, we were in public, I ended things. That's all. He won't be coming around again." Penny could feel Mr. Stark's eyes on her, but she didn't look away from her aunt whose eyes were boring into hers. "I promise. Okay? I promise you, he didn't do anything else." She wasn't lying. Nodding, she eased herself back against the pillow.

"May, can I talk to you for just a second?" Pepper asked, and May squeezed her hand, then followed Mr. Stark's fiancee out of the room.

For a few minutes, Mr. Stark just and Penny sat silently, him at her bedside, her sitting up in bed, hands clenched tight in her lap. Finally, Mr. Stark spoke. "Did he ever hurt you?" He asked, voice soft and serious. She shook her head on autopilot, then jumped when his hand landed on her shoulder. "Penny?"

"He never hurt me." Mr. Stark was silent. "He yelled at me a couple of times...stared at me. But he didn't touch me." Mr. Stark nodded, not looking any happier.

"If he ever did...if anyone ever did, you know to tell your aunt, right?" She nodded, not agreeing but knowing what he wanted to hear. "Hey." He spoke sharply, getting her full attention. "Or me. Tell me. If you don't want your aunt to know, I can take care of it. Or Pepper. But you if someone is hurting you, someone like Flash or this Skip asshole, you have to tell someone. Okay?" She met his eyes, squeezing her shoulder.

"Okay." She murmured.

"Promise?"

"I promise." He nodded, apparently satisfied, and not long after, her aunt came back with Miss Potts.

Penny was allowed to go home early the next morning with the promise that she would stay home and rest her ankle. Mr. Stark had already spoken to May and everyone involved knew that Penny wasn't allowed to go on patrols until his medical staff cleared her. She agreed, not sure she was up to swinging around the city just yet. So she spent an easy weekend not doing patrols and trying not to feel guilty about it.

It was Mr. Stark coming to her apartment that did it. Her only been by once before, when he'd come to recruit her for Germany. Usually, Happy would pick her up in a nice but mostly nondescript car. Rarely was Mr. Stark the one to pick her up. But someone spotted him and put the picture on their social media and within the hour, there were articles all over the internet.

Of course, she didn't know that at the time. It was Monday, around 5pm, and Penny had just gotten home from hanging out at Ned's. Since she couldn't go out as Spidergirl yet, she had decided to spend some time with her best friend and his family over at his place. They'd played video games and put off homework, and then she'd caught the subway home. It wasn't too far from his place, and her ribs didn't even hurt anymore. She was hoping Mr. Stark would let her come to the compound the next day after school and get cleared to go back on patrols. She had considered putting on the suit beforehand, but he'd warned her that he would shut that suit down remotely if he had to.

The knock on the door startled both of them. May was cooking... or trying to, and Penny was wondering which Thai place they'd get takeout from when she inevitably failed when the knock came. Penny went to answer the door when May dropped the spoon she'd been using on the counter. "Penny, stop!" She called, making the girl stop in her tracks. "Let me." May insisted, pushing past her niece who watched in confusion.

"May?"

"Just...let me see who it is." May pressed her eye to the peephole in the door, then seemed to exhale, her whole body slumping. Then she opened the door. "Hi, Mr. Stark."

"Mrs. Parker. Miss Parker." Mr. Stark appeared dressed in a gray suit, smiling at the two of them, but there was something in his smile that told Penny that something was wrong.

"Mr. Stark?" She asked, and the man shut the door behind him. "What's going on?"

"Can't I just drop in on my favorite intern?"

"Are you sure you don't have other interns, Mr. Stark?" He chuckled, ruffling her hair, and she swatted him away with a laugh.

"You may never know, Miss Parker." He turned to May. "I'm sorry to just drop in. I was in the neighborhood and wanted to check in."

"Oh...that's...that's very nice of you, Mr. Stark? Would you like to stay for dinner? I was just finishing up."

"We're going to order Thai." Penny stage-whispered, flinching when May smacked her on the back of the head.

"I would love to. However, Pepper and I have reservations in one hour and I've already canceled on her once this week." May nodded, and Mr. Stark glanced at Penny for just a second. "Mind if I talk to your aunt for a minute, kiddo?"

Surprised, Penny just blinked at him. "You know I can hear you anywhere in this apartment?"

"Then put some music on. Tomorrow, if you can swing by after school, I'll see about clearing you for patrols. Deal?" She jumped up, figuring it was a fair deal, and he caught her shoulder, squeezing gently. "How are you feeling? Really?" He asked, voice soft.

"I'm fine." She assured him.

"The ankle?"

"It barely hurts anymore. It should be better by tomorrow." Before he answered, there was smoke billowing from the kitchen and May swore, jumping to her feet to go take care of that. "So Thai?" Penny called.

"Oh shut up and order it!" May snapped good-naturedly, making Penny laugh, and Mr. Stark grinned.

"Mr, Stark, why do you need to talk to my aunt?"

"I'll have Happy pick you up after school. See you tomorrow, okay?" He nudged her toward the hall, smiling almost tiredly.

"Fine. But I'll bet she'll tell me if I ask." He rolled his eyes, calling her a brat under his breath, and then she went to her room, shutting the door behind her.

She wasn't sure if Mr. Stark had ordered her out on pretense, or if he really didn't want her listening. After what had happened with Ross, she had to assume it was the former. Her aunt didn't know the extent of her powers, or that she had super-hearing...well, not that she knew of. She knew that Mr. Stark had told her a lot of it, but there was always a degree of protecting her aunt that went on.

She did put on the headphones, but she didn't turn any music on. Instead, she sat on her bed, head against the wall, and listened to her aunt's soft voice. "Mr. Stark, what's going on?" May asked, voice soft and worried. "Is she okay? Did something happen?"

"Just call me Tony, please. Penny is fine. She's moving much better. I'll have the doctors at the tower take a look at her tomorrow."

"So you're moving back to the tower?" May asked, sounding a bit calmer.

"There are a few things still up in the air...but it looks that way. For now, it will be closer for her to visit there than the compound. Less time for her in the car." There were a few seconds of silence, and then her aunt spoke again.

"I don't think I've ever thanked you."

"Mrs. Parker…"

"May. Just call me May, Tony. Your wife and I are having dinner together this weekend."

"Okay. May. You don't have to thank me."

"You know, she lost her parents so young...I didn't know if Ben and I could ever be enough for her. When we picked her up from the hospital, she was so afraid. So sad. But she...she thrived with us. She's so smart. So...good. But after we lost my husband...she shut down. Just...checked out." Penny closed her eyes, not wanting to remember those days...days of hating herself...blaming herself for her uncle's death and wondering why she couldn't have done better. "And then you showed up on our doorstep talking about a scholarship and taking her on a trip and...I never thanked you."

"I built a teenage girl a suit so she could continue being a spider-themed vigilante and didn't tell you about it."

"You love her." Penny's eyes shot open and she felt her heart stutter.

"I...she's a great kid." He sounded taken-aback but not upset at her works, and May pressed on.

"She is. And you love her. You look out for her. You're mentoring her...she hasn't been this happy in so long. You're her hero, you know that? From the time you stood up on TV and told the world that you were Iron Man, it was 'Iron Man' this and 'Tony Stark' that. Which I have to admit, Ben and I didn't love, especially when a video of you on youtube relieving yourself in the Iron Man suit found it's way onto our computer."

She could almost feel Mr. Stark wince. "Right. That...that was not my proudest moment."

"I'm sure. But, despite everything, you are her hero, and she sees you as a father figure. You must know that?"

"Yes. I...I know." Her mentor sounded almost sad, and Penny's heart felt like it stopped.

"And I'm going to tell you right now, Tony, if you're not in this for the long haul, you'd better let me know now. Because I can't watch that little girl lose another..."

"I changed my will." There was a moment of silence, then her aunt's incredulous reply.

"What?"

"My will. Last will and testament. You know, when you die, you leave your stuff to people? And I have a lot of stuff."

"Yes, I know what a will is, Tony. But what does that have to do with this?"

"I'm leaving my company to her...hell I'm leaving her pretty much everything" Penny put a hand over her mouth, feeling the blood drain from her face. Everything? What did that mean, everything? "She's more than just a good kid. She's...both of you...are family. If I thought you'd accept, I'd offer you a place to stay at the Tower. So yes, I love her. Pepper loves her. And she is brilliant. And good...better than I ever was at her age. With the resources I'm going to leave her, Penny could change the world. I'm pretty sure she will change the world. She's going to be the best of all of us."

Penny couldn't help the tear that dripped from the corner of her eye, or the smile that she covered with her hand. Swallowing hard, she tried to keep it back...the rush of emotion went from her chest to her fingertips and toes, and the tears fell despite her best efforts to keep them back. She knew it was silly...but he must have known she was listening. He must have. He loved her. Saw her as family. Wanted to leave her his company...and 'pretty much everything.' Considering who he was, that was a lot.

It didn't seem real...didn't seem like this could be true. She'd never even dreamed that he would ever leave her anything in his will, not that she thought about him dying or his will or anything like that. But his company? That was everything. His legacy, the legacy of his father...that and Iron Man would be the things he was known for forever, and he was trusting her with it?

"Tony…" Her aunt's voice was weak, but he wouldn't let her continue.

"Nope. No arguments, and no more thanks." She could hear the smile in his voice. "It won't be hers for a while, anyway. I think I'm going to stick around for a while...keep an eye on her. Which brings me to my reason for being here. I have a couple of people watching your apartment building…"

She went from shocked to incredulous. "Tony, there's no need for you…" He cut her off again.

"Remember the part where you're family? That means I am heavily invested in making sure that both of you are safe here. Any chance you'll let me get you a new apartment?"

"No." She could hear the exasperation in her aunt's voice and smiled, knowing that Mr. Stark always got what he wanted eventually.

"Fine. But think about it. My point, the men watching your apartment have noticed a certain man coming around." Thoughts of companies and inheritance went out the window and Penny went stiff, eyes widening. A certain man? Mr. Stark had people watching their apartment? And those people had noticed someone? This conversation was too much for her to keep up with.

Her aunt sighed, her voice soft and resigned when she spoke. "Skip?" Her aunt should never sound like that.

"Skip Westcott. Yes. My men were able to ID him."

"Shit." Her aunt whispered, and Penny's hands clenched into fists. She would find him and then she would...what? What could she do? Spidergirl didn't kill people. Neither did Penny Parker. So what would she do? Reveal her own secret identity by mistake? Possibly. Threaten him? That sounded nice, but then what?

"My men will keep an eye your apartment. They're very discreet."

"What about Penny? He knows where she goes to school and…"

"Penny has a panic button. Also, she is a superhero. I'm not worried about Penny as much as I'm worried about you, May." That wasn't true and Penny knew it. Mr. Stark always worried about her. Always. "You have my number." The man told May. "If anything happens, just call. I'll answer. No matter what I'm doing. And if I'm too far away, I'll send someone closer. A couple of the Avengers live around here."

"Seriously?"

"Well, Brooklyn." Her aunt huffed a laugh. "If I may ask...what happened? With Skip?"

"Did Penny tell you anything?"

"Barely. She mentioned that she didn't like him...said he yelled at her."

"He seemed great at first and it had been so long...a girl from work knows his cousin or something. So we went out a few times. He...he had some opinions about Penny. Just...he said I gave her too much freedom or something. That I didn't discipline her enough. That I let her get away with too much. He wanted her home so we could all have dinner together and she had patrols...I couldn't tell him that, so I told her she stayed out late with friends sometimes. Then one time, about a week ago before she got hurt in that fire, she came home late and he yelled at her. Told her she didn't have any respect and...I told him he was out of line. Told him not to raise his voice to her but...she was already upset and...I just…" May sighed. "I broke up with him not too long after. He got angry...said I didn't know what I needed...what Penny needed. That's when he grabbed my arm."

"Had he ever gotten physical with you before."

"Once or twice. Not like this. Just...he'd punch a wall when he was angry or throw things...he made Penny nervous. As soon as I realized that, it was over. I went out to dinner at a public place with him and told him it was over."

"I'll have some people keep an eye on him."

"You really don't have to…"

"I know, I know. I don't have to. I'd better leave you to your dinner. Tell Penny I'll see her at the tower tomorrow after school."

"Tony…"

"You don't have to…"

"Thank you." May broke in, sounding like she was smiling. "Thank you. For...for everything. It's...you're more than I ever expected you to be."

There was a short silence, then Mr. Stark spoke one last time before leaving. "You're welcome Remember, if you need anything, just call." Then he was at the door and Penny heard it open and shut. From the hall, Mr. Stark spoke under his breath, obviously knowing she'd hear. "See you tomorrow, kiddo. Don't forget your watch."

The article was online by the time Penny woke up the next morning. Tony Stark spotted entering her apartment building in Queens. She managed to slip out of the apartment, hood up, despite the people gathered outside with their cameras, apparently attempting to figure out the reason he'd been there. By the time she was at school, the internet had moved on to cat memes and political stuff, but then, at lunch, everyone got really quiet, and suddenly people were whispering her name.

Penny glanced around, wondering if Flash was going to start screwing with her again, but he was nowhere around.

"Holy shit…"

"She wasn't lying…"

"I told you Flash was a moron."

"But he went to her house?"

"What kind of internship is it?"

Pennys' heart sunk as the last whisper reached her, the innuendo heavy in the girl's voice. She'd wanted everyone to believe her about that internship...but she hadn't thought about the press getting a hold of the information. "Pen?" Ned held up his phone and she grabbed it, scrolling through the article, felling her stomach then as she looked at her own yearbook photo.

"Tony Stark pays a visit to the home of his teenage intern, Penny Parker." She murmured, reading along with the story. "How?" She whispered, and Ned leaned in.

"You think someone at school talked to a journalist?"

"Maybe…" She handed the phone back, flinched at the undertones. "Do you think he'll be mad?"

"Mr. Stark?" Ned shook his head just as MJ approached. "No way. He knows it's not your fault. The internship was your cover story...it's what you were supposed to tell people." Penny fought the temptation to pull out her own phone. Would people follow her to the tower? Would she have to dodge reporters too? That would make it even harder to be Spidergirl.

She thought about texting Mr. Stark and apologizing, even though she wasn't sure what she'd done wrong. Instead, she focused on eating her lunch and tried really hard not to listen to the whispers surrounding her until a girl she barely knew sat down across from them, leaning in across the table. "Is it true?" She asked, and Penny pushed her half-eaten fries over to MJ who had been eating them too, appetite lost.

"Is what true?"

"Did Tony Stark come to your apartment?"

"Yeah." There were pictures so it was no use denying it.

"Why?"

"He had to talk to my aunt about the internship and he was in the neighborhood." It wasn't even really a lie, but the girl rolled her eyes. Tiffany. That was her name, Penny's brain supplied helpfully.

"Tony Stark was in Queens?" Penny shrugged. "So, what kind of stuff do you do for your secret internship?"

"It wasn't a secret. I told people about it." She hated how defensive her voice sounded. "It's an internship. I get coffee and stuff like that. Filing. Help Miss Potts around the office."

"That's it?"

"It's not a very exciting internship." She just shrugged.

"So, Tony Stark doesn't have you...do stuff for him?" Penny hated that girl then...hated her tone and the way she leaned in just a little more like she was ready to accept the burden of Penny's secrets.

"What the hell does that mean?" She asked, hands clenched in her lap, her stomach a ball of lead.

"You know...like, if he does, that's not okay. But he used to mess around a lot and…" Penny jumped to her feet, relishing the flinch the other girl gave. Beside her, Ned tensed up, but she just grabbed her backpack and stormed out of the cafeteria, muttering the word 'bathroom' to the lunch monitor who waved her off without much interest.

Closing the lids of one of the toilets, she dropped onto it, leaving her backpack by her feet and taking a couple of deep breaths. Her phone buzzed in her pocket before she could let herself get too worked up and she smiled when she saw that it was from Happy. 'Hey, kid. I'll be out front to pick you up. Don't worry, Tony saw the news and he's taking care of it.'

Of course he was. Mr. Stark could make this go away. He was Iron Man. He could do anything. So, ignoring the whispers and the looks and everything else and tried to focus on her schoolwork so she didn't fall behind. The last thing she needed was to get in trouble in school. Ned kept her updated on the stories, and apparently, Stark industries had released a statement that Penny Parker was an intern who had been working for his company for several months, he had stopped by her home to speak to her aunt, etc, etc. During English, she gave into temptation and pulled out her phone, scrolling through the articles that had flooded the internet. There wasn't a lot about her...mostly just her name and where she went to school. The fact that she lived in Queens. Thankfully they hadn't published her address...it seemed even they had limits. The worst articles were from the Daily Bugle that seemed to hate both Spidergirl and Tony Stark.

When the final bell rang, Ned walked her out, and Happy met her right outside the school, ushering her into the car and driving her to the Tower. There weren't any reporters outside her school...but there were five or six camped out in front of the Tower. Happy swore under his breath, muttering something into his earpiece, and then more security guards emerged, creating a path for them to walk. Penny climbed out of the car as soon as they came to a stop, wanting to get inside as soon as possible.

Happy jumped out beside her, an arm going around her shoulders as he ushered her forward. "Come on, kiddo." He muttered, and she flinched at the flashes that flooded her vision, stumbling a little. The security guards tried to keep them back and mostly succeeded, but they were screaming at her and flashing cameras and it was such a long walk to the tower...Happy urged her forward but the migraine was almost instant and she tried to close her eyes but even when she closed them she could see the flash and her head gave a sharp stab of pain and she stumbled again and Happy was gripping her arm to keep her up but then someone else was there, two hands on her shoulders and someone was talking really close.

"Penny? Kid, look at me." She tried, head throbbing as she opened her eyes and met Mr. Stark's eyes. "We're going inside. Come on." He didn't seem mad, but she felt like an idiot. Why couldn't she just ignore them like he did? Just walk into the tower like a normal person?

"I'm sorry." She whispered, all too aware of the camera flashes and her throbbing head and blushing face. "I'm trying."

"Penny, when did you start working here?" One man called.

"Why did Tony Stark come to your house?" Another yelled, pushing past the guard.

"Mr. Stark, do you think it's appropriate to visit your female interns at home."

"Penny, what does Mr. Stark make you do for him?" She flushed at that one, eyes hot as she stared at the ground, Happy right behind her doing his best to block her from the cameras. Mr. Stark's jaw got tight, eyes flashing, and he straightened up, whirling to face the reporter who'd spoken.

"What did you just say to her?" Suddenly it got very quiet, the camera lowering as Mr. Stark strolled up to one of the reporters, gesturing for the security guard to step aside. The journalist hesitated, and Happy moved closer to Penny. "I said, what did you just say to her?"

"I...I asked what...what you made her do for him."

"No, what did you really ask? What the fuck are you actually getting at, huh? What do you think I make her do? Better yet, what do you make the interns at whatever shitty newspaper you work for do?" A reporter beside them lifted a camera slowly, like Mr. Stark was an animal that would startle, and her mentor turned to face her.

"You take one more picture of me or that girl and I swear, I'll shove that camera somewhere you don't like." He warned softly, and the woman lowered the camera. "What's your name?" He asked, turning back to the man.

"Danny Park."

"Who do you write for?"

"The Daily Bugle."

"Right. You're the one that wrote an article online suggesting that I hired a teenage girl in order to rape her." If possible, it got even quieter, and Penny felt her heart in her throat, blocking her air. Hands shaking, she balled them into fists and hid them behind her back. All of the reporters were pale, cameras limp in their hands, and the man Mr. Stark faced seem to shrink despite being several inches taller.

"Mr. Stark, I never said…"

"No, you did. Because that's what it's called when a 43-year-old man attempts to have sexual contact with a fifteen-year-old! Miss Parker is an intern for my company. She works with my fiancee, and her aunt is a good friend. That is why I visited her apartment, and the next time I see an article from your shitty little newspaper that implies I sexually abuse children, I will ruin you. There will not be a newspaper in this country that will hire you. Hell, there will not be a McDonalds in this country that will hire you. Do you understand?" The man opened his mouth, then shut it, nodding. "That goes for the rest of you." He spoke a little louder, turning to the other reporters. "Miss Parker is my intern. She works here because she earned the position by applying through one of my company's foundations. She is also a minor and will be treated as such. That means you will leave her alone, or I'm going to start filing lawsuits. Am I understood?"

No one spoke, but the reporters all nodded, eyes averted, and Penny was surprised to realize that some of them even looked ashamed. Motioning for Penny to follow him, Mr. Stark stormed into the building, throwing the front door open and holding it for Penny and Happy. Happy remained in the lobby, talking into an earpiece, and ushered Penny into the elevator where she slumped against the wall, eyes closing.

He didn't say anything, which she was grateful for, and as soon as they reached what looked like a living room with sofas and huge windows that looked out on the city, he led her down a side hallway, opening a door that revealed a huge bedroom, complete with Avengers posters on the wall, a TV with a PlayStation, and several bookcases. "What…"

"Karen, initiate 'itsy bitsy sleepy spider' protocol." Groaning, she glared up at him for a second.

"Are you…" Penny's words were cut off when the lights went out, and all outside noise seemed to disappear. Pain she hadn't even known she was feeling disappeared, and Mr. Stark put an arm around her shoulders, leading her over to the bed and pushing her down where she sunk down with a groan.

"Better?" He asked softly, and she nodded, her irritation over the name disappearing. "Here." He reached into a mini-fridge that sat against a wall beside the TV and pulled out a cherry coke, her favorite, popping the top on a bottle opener magnet that was stuck to the side of the fridge and pressing it into her hand.

"Is this a glass bottle? Where do you even get glass bottles anymore?" She asked with a smile, and he chuckled as she took a drink.

"I'm Tony Stark, kid. And it tastes better in a glass bottle." She had to admit he was right, and she took another long drink, feeling the migraine start to fade. It hadn't been too bad...not the worst she'd ever had, and she lay down on the pillow, curling up on her side, saving her freak out over having not one, but two fancy bedrooms for later.

"I'm sorry, Mr. Stark."

"Nothing about this was your fault." He assured her, still talking softly so as not to aggravate her senses even further.

"Why...why do they think…" Penny couldn't even get the words out, but he knew what she meant. Putting a hand on her shoulder, he squeezed her arm.

"They want to get reactions out of people...they'll say anything if it sells their shitty newspapers. It's not the first time the press has come after me...and I'll admit, a few times, I deserved it. But you don't. I'm going to take care of this, okay?"

"I know." She murmured, and his hand moved to brush her hair back before he stood, the fingers in her hair easing her tension even more, and she sighed at the contact. When she got headaches at home, May always ran her hands through her hair, massaging her head. He seemed to notice and continued the motion, pressing his fingers gently into her temples.

"Is it bad?" He all but whispered.

"It's been worse." She tried to brush it off.

"Alright, kiddo. Rest until that migraine goes away. Don't argue…" He pointed a finger at her that she could barely see in the dark. "Senses dialed to eleven, lots of loud noises and flashes, it doesn't take a genius, which I am, to figure it out. When your migraine is gone, come and find me in the Med Bay, and we'll get you cleared to keep doing your spider thing."

He was almost to the door when she spoke again, eyes closing against her will. "Thank you, Mr. Stark." 'Mr. Stark' didn't sound quite right anymore. He was more than 'Mr. Stark.' He was her mentor and her friend and someone that she loved...he was like her father. But 'Mr. Stark' was what she called him, so she put as much emotion into his name as she could, and she was sure he understood because his voice was different when he answered.

"Any time, honey. Next time, use that panic button and I'll be there sooner."


	5. Skip

**Skip**

_"How does a bastard, orphan, son of a whore…"_

"Again, Penny?" Ned groaned from the floor, the sound of video-game gunfire in the background as Penny and MJ sat on her bed.

"I can't listen to anything else. All other music is ruined for me." She deadpanned, and MJ grinned, tongue poking out of the corner of her mouth as she finished up the Iron Man mask on Penny's nail. It was one of her best designs yet. Bright red on three fingers, gold on the ring finger, and Iron Man's face on her thumbs. It wasn't something Penny had really wanted. She couldn't imagine what Mr. Stark would say but it would be another week and a half before she saw him, so MJ would probably have redone them by then. Her friend was always having ideas for new, sometimes embarassing, nail-art, and Penny was always her guinea pig.

Penny had woken up in a dark, silent room at the compound the week before, blinking out into the darkness that even her eyes couldn't penetrate, and she'd been surprised and relieved to find that her head wasn't pounding anymore. She'd remembered the questions then...the reporters, and her face had gotten hot. "Friday?" She'd asked softly, testing her voice and her tolerance for sound after the awful sensory overload that had made her feel like her head was exploding.

"Yes, Penny?" Friday had asked, her voice on a low setting to match Penny's tone.

"Is Mr. Stark in the Med Bay?"

"Yes. Would you like me to tell him that you are on your way?" She'd blinked once more into the darkness. Did she know how to get to the Med Bay? She did in the compound, but this was the tower, which she'd only been in once.

"Um, yeah. Please." She had rolled out of the bed, rubbing her eyes and grabbing her backpack from the floor where she must have dropped it. Pushing the door open, she had stepped into the hallway, looking around for a clue as to which direction she should walk in.

"Follow the hallway to your right to the elevator. The Med Bay is on the third floor."

"Thanks, Friday. " She'd smiled at the ceiling, carrying the backpack into the elevator, then down to the third floor where she'd stepped out into a huge, familiar white room. Mr. Stark had been sitting in a chair by one of the beds, reading something on his phone, but he'd immediately looked up as soon as she'd entered the room.

"Hey, kiddo." He'd put the phone back in his pocket, reaching out an arm and guiding over over to a bed. "How's the head?"

"Better." She had shrugged a little and he'd given her a tight, almost guilty nod.

"Good." She's sat down on the bed he led her to, and Mr. Stark had gestured for one of the doctors to come forward. "They're going to look you over, clear you for your web-slinging."

"Where's Miss Potts?" She had wondered when a woman in a white coat had approached, reaching out and touching her ankle, having Penny rotate it.

"She's, um...dealing with some things at the moment." He'd told her, looking kind of uncomfortable.

"Some things…?" Penny had asked, then took a deep breath when instructed, keeping still so the doctor could poke at her ribs.

"She left as soon as she saw the news a few hours ago. She's in a meeting with our lawyers."

Lawyers. Penny had taken a deep breath and stared down at her feet. Of course, Miss Potts would go and do something about that. This would look bad for Mr. Stark and his company and Penny felt a wave of guilt. "She'll be back later this evening. She told me to ask you to stay...she wants to talk to you."

"You don't have to…". She had hesitated, waiting for the woman to stop poking her in the side then looked up. "I understand if I can't...I mean...if you don't want me to do the internship...come over, anymore." She has muttered

That had made Mr. Stark's head snap up, meeting her eyes in surprise. "What?"

"It's just…if people are going to say...that you…"

"Kid, you know that none of this is your fault. Hell, if anything, it's mine. I should have been more careful."

"But if I…"

"Nope." The man had cut her off, waving a hand. "There is nothing you could say that would make this your fault. Now Pepper and I are going to take care of this." He has reached out, touching her arm. "Kid, the press will do whatever they can to get a story. You know that. Especially about me. That couldn't possibly be your fault. But we're going to make sure they don't hurt you in the process."

She had nodded, neither of them talking again until that doctor had cleared her, assuring Mr. Stark that she was just fine and ready to go back to her usual nighttime activities. The man did ask her to be careful, at least for the first week or so, and make double and triple sure that her breathing was okay when she was swinging around the city, and to hit that button if it ever wasn't. She has promised, and then she'd spent the rest of the evening doing homework then working on the car with Mr. Stark until Miss Potts had come home, pulling her into her arms and holding her tight.

"Are you okay?" She'd asked the girl seriously, and Penny had given a shrug and a nod. "They're not going to bother you anymore. We've given statements and assured every newspaper and blog in the country that if they so much as try to find your phone number, we'll have them sued for assault. If you see anyone out of the ordinary hanging around, or if someone you don't know comes up to you and starts asking questions, I want you to call one of us. Okay. Me, Tony, Happy...any of us." She'd squeezed Penny's shoulders, offering the girl a gentle smile. "You don't have to worry about this."

Later, after they'd all eaten dinner and Mr. Stark had run down to the lab to take care of a few things, Miss Potts had turned back to her. "Are you sure you're okay, honey?"

"Yeah. I'm fine." Penny had started, voice hesitant, and Miss Potts had nodded, waiting for her to go on, just like that counselor that Penny had had to go to after Uncle Ben had died. Only she hadn't wanted to talk to that guy...Miss Potts was someone she trusted. "I just...I don't get why they think...he would…". Her cheeks had gotten hot and she'd dropped her eyes, hands clenching into fists at her sides.

"Sweetheart, there's nothing for you to be embarrassed about." Miss Potts had told her softly, taking one of her hands. "Tony would never hurt you. You know that, right?" Her head has shot up, eyes huge as she's nodded.

"Of course!"

"Anyone that knows Tony knows that. Even in his...well, in his past, he never hurt anyone. Was never with anyone against their will. And everyone knows that. These newspapers and reporters are trying to get people to buy their papers. A headline that sells is worth everything to them. But we aren't going to let them do that at your expense, or Tony's. None of this is your fault. Nothing you did caused any of this." Penny had nodded, letting Miss Potts pull her closer on the sofa, a hand combing through her short hair as Penny had leaned her head against Miss Potts' shoulder.

That was how Mr. Stark had found them a few minutes later, and he'd narrowed his eyes a little in concern. "Kiddo? You feeling alright?"

She'd started to get up, but Pepper had held her down with a hand on her head still running through her hair. So Penny had just nodded, and he'd taken a seat on Pepper's other side, asking Friday to bring up a list of movies, and they all spent the evening on the sofa.

Penny had kept her promise and had kept everything low key for the first week after getting cleared, but afterward, she'd gone right back to swinging around and stopping muggers, grand theft bicycles, and getting miscellaneous pets out of trees. Her favorite had been a ferret. The rumors died down after a week or two, and no newspaper would dare print anything about her. A few even printed retractions.

Three weeks after the incident, the guards who had been watching their place dropped down to two, then one, then that guy started hanging around only when May was home. Two months after everything, Mr. Stark let the guards get back to more interesting work but told May and Penny to call if they saw anyone suspicious around...anyone suspicious, Penny knew, meant Skip.

Patrols had been pretty tame for a while. Mr. Stark asked her all about them whenever she came over every other weekend, and she gave him her reports over homework or working in the lab. There were times when she'd wondered why he had her over...why he bothered letting her into his lab and spending time with her. Sure, he'd said he was her mentor, but this went above and beyond. Now she knew. He loved her. He wanted her around. He enjoyed spending time with her.

That Wednesday, Penny had asked Ned and MJ to come over after school and Academic Decathlon practice so that they could work on homework together. That had dissolved playing video games and talking while MJ painted Iron Man on Penny's nails, but none of them were too upset about that, and May wouldn't be home for a few hours, so they had time. Usually, Penny would have been patrolling, but about a week ago, MJ and Ned had started being kind of...distant. Not mad at her, but not talking to her as much. Mr. Stark had noticed her odd mood when she'd come over that day.

"Out with it, kiddo." He'd finally said after a few minutes of them tinkering down in the lab.

"Um..what?" She'd asked, torn out of her thoughts as she'd wondered if the other Avengers were around. Mr. Stark hadn't said much about them after she'd gotten out of the Med Bay.

"What's going on?" He asked, putting a wrench down and crossing his arms. "Happy said you were quieter than normal on the way over. You've barely said a word since you've been here, and you've been staring at that same problem for the last fifteen minutes. What gives?" She'd sighed, drumming her fingers on the table.

"It's nothing."

"Yeah. I can tell." He had rolled his eyes and she'd given in, just like she always did.

"I think Ned and MJ are upset with me." She admitted, and it had sounded even stupider when she said it out loud. She'd started to apologize for bugging him with something so trivial, but he'd furrowed his brow like he had really taken it seriously.

"Really? Why?"

"I haven't been around much." She had admitted. "They asked if I wanted to come to the movies after school a few days ago and I said I couldn't because of patrols. Then Ned wanted to work on a project together and...I went on patrols instead." Her voice dropped a little. "I just...I don't want anyone to get hurt, you know?"

"Pen…" He had sighed, stepping closer and leaning on the table beside her. She was almost used to working at the Tower...it had been strange after the Compound, but somehow it was even bigger here. "You can't be responsible for all of New York, kiddo."

"Not all of New York." She had muttered. "Just Queens."

"You're fifteen. And what you can do is pretty cool. The fact that you use it to help people is even better. But you can take days off. You can't hold yourself personally responsible any time something happens in this city. You've got to give yourself time to do other things too. Like, spend time with your nerd friends and do your nerd club." She had snorted.

"You have your own private lab and you're calling me a nerd?"

"Kid, I have four private labs in this state. I'm offended." Penny had laughed and he'd dropped a hand on her shoulder. "Take a day off this week. And next week. Start spending more time with your friends. Problem solved. I should charge by the hour."

So she had. It had been hard at first. She'd been guilty every time she'd skipped a day to spend time with her friends or May. But after a few weeks, it got easier, just like Mr. Stark had assured her it would. He really was right a lot, even though she didn't want to tell him that. Pepper had warned her about stroking his ego, and Penny knew he wasn't always a graceful winner. Still, she spent more time with Ned and MJ and everything had gone back to normal...well, kind of normal. However normal things could be when she was a mutant spider child. May was happy too...happy to see Penny spending time with friends and spending less time on patrols. As proud as she was of Penny for being Spidergirl, she also worried. All the time. Just like Mr. Stark.

MJ had introduced her to Hamilton, telling her in her usual deadpan way that it was the best music she'd ever listened to, and they'd spent hours listening to it over and over, discussing the historical accuracy, stalking Lin-Manuel Miranda on Twitter, and reading books all about Alexander Hamilton, fictional and non-fictional. Penny was currently reading through the biography that the musical had been dedicated to, and Mr. Stark had caught her reading it instead of doing homework just the last weekend she'd been over. He'd lifted an eyebrow, plucking the book out of her hand and taking a look.

"Alexander Hamilton? You got a school project?"

"Um...no...it's for fun." She'd told him with a sheepish smile.

"Fun? Damn it, did you listen to that soundtrack too? I swear, it's all Pepper would listen to for three months." Penny had laughed at the irritation written all over his face.

"Did you listen to it?"

"I'm not listening to some musical written by a teenager about a dead president, kid."

"Mr. Stark, Alexander Hamilton was never president. You might know that if you listened to…" Tony had chucked something at her at that point, cutting off her laughter, and they had devolved into an all-out war of throwing stuff that had only ended after Miss Potts had come down and scolded them.

Ned had a similar reaction to the idea of listening to Hamilton but she and MJ were playing it non-stop. So it was in the background every time the three of them got together, with Ned throwing in a few half-hearted complaints while MJ and Penny tuned him out, taking turns being Alexander Hamilton and Eliza. Every once in a while, Ned would reluctantly join in as Aaron Burr, but mostly he was more interested in getting the LEGO sculptures done, playing video games, and doing homework.

That Wednesday night, as soon as MJ finished with Penny's nails, she joined Ned and played for a while, and MJ sat cross-legged on Penny's bed, flipping through a book and reminding Penny not to mess up her nails. She did her best, keeping her newly bright red and gold toes out so that they wouldn't rub on the carpet. They played for another hour, then worked on homework, stopping for snacks until May came home, offering to let everyone stay for dinner which cleared everyone out better than a fire alarm.

"Alright. How about spaghetti?" May offered when Penny came out of her room, shouting from the kitchen.

"Sounds good. Need any help?" She called. May had shaken her head.

"Nope. Did you finish your homework?"

"Mostly…" May gave her a look and Penny grinned. "All but the English."

"Get it done, then we'll eat. Sound good?" Penny nodded, glancing down at her wrist and frowning at the low battery signal, and then unwrapping the tracker from her wrist, she plugged it into the charger in her room. Leaving it and figuring nothing bad could happen in her apartment, she left it in her room, carrying her textbook into the living room and checking her cell phone. She'd missed a text from Ned telling her he'd see her the next day, but otherwise, it was all quiet. She fought the urge to check the news, not wanting to see what her day off had cost the city of Queens. She didn't want to feel guilty. Mr. Stark had told her that she could take a day off. Iron Man would know.

So she opened her textbook, flipping to the right page, then started her reading. She was several pages in when there was a pounding at the front door, and her spider senses flared, making her drop the textbook on the floor. Grabbing her wrist, she cursed when she realized the watch was in her room...and besides, she didn't know for sure that something was wrong. Then again, her spider senses had never been wrong before.

"Aunt May, don't…" She started to hiss, but her aunt had headed over to the door before she could get a word out, distracted by the music playing in the kitchen and the boiling water on the stove, and sometimes her friends visited this late and Penny knew that it wasn't May's fault but her heart was in her throat as her aunt opened the door, revealing a too-familiar face.

She grabbed the phone and hit the first speed-dial, holding it to her ear with a shaking hand. She wasn't even sure why she did it...she could take Skip. But if she did, he would know who she was, and then he could tell people and May would be in danger. "Skip...what…" Her aunt started...her voice dying in her throat.

"Hey, Pen. What's up?" Mr. Stark's greeting came as soon as Skip shoved her aunt back, a gun in his hand, the door shutting firmly behind him, lock clicking.

"Put the fucking phone down. Now." He hissed at her, a gun on May who was backing away, eyes huge, and Penny couldn't believe it. Couldn't believe this was actually happening. Skip hadn't shown up for weeks! Penny had thought he was gone.

"Yeah, I'd like to order a large Hawaiian pizza, extra pineapple," Penny spoke, forcing her voice to remain steady. Skip narrowed his eyes but didn't make a move to shoot. Rage warred with terror as her aunt's eyes filled, hands up in the air like she was under arrest or something. She had to protect May. It was the only thought she could hold in her head. Protect May. Mr. Stark could help her protect May.

"What?" Mr. Stark sounded like he was laughing, but her mouth was so dry she couldn't even react. That gun was pointed at May. No one should ever point a gun at May. "Kid? You get my number mixed up with Dominoes or what?" Mr. Stark asked with a chuckle.

"Yes, as soon as possible, please." There was a quick moment of silence, and then Mr. Stark came back, sounding more serious than before. She knew he'd figure it out.

"Pen? You in trouble?"

"Yes, exactly. Marinara sauce."

"Where are you? The tracker is in your bedroom." She figured he was bringing up the tracker on his computer, so she rattled off her address, knowing that he'd understand, and she could hear him suiting up in the background. "Is your aunt with you?"

"Yes. Thank you." Skip was still holding the gun to her aunt, making it hard to think straight. "And how long will that be?" He pressed the gun even closer to May and Penny's heart dropped.

"I'll be there as fast as I can. Hang on, kiddo." As he stared down at her aunt, she wondered if it was worth it...protecting her secret identity. Was it worth it to let her aunt remain in danger? But if he found out, he could tell everyone...he'd probably go to prison for this, especially when Mr. Stark got involved. There were a lot of people in prison who could come after her if he started blabbing her information, though. People who could come after May.

"Pizza?" He asked as she pocketed his phone, making sure her hands were in sight the whole time so the idiot wouldn't just start shooting.

"A backup for when Aunt May burns dinner." She told him, shrugging and trying not to look so afraid. She had to get that gun off of May. "Didn't know you'd be stopping by to point a gun at a couple of unarmed women, you asshole."

His hand shot out so fast that, had she not had superpowers, she might not have seen it. But she did...unfortunately she couldn't dodge, so she let the hand smack her face so hard she almost saw stars, and her aunt cried out behind her as she stumbled back a step.

"Don't you touch…" He turned to her, clenching the gun.

"This is why she never listens to you, May. This is why she thinks she can run around doing whatever the hell she wants. Because you never discipline her!" He lunged and grabbed Penny's shoulder hard, fingers digging into her collarbone, shaking her. Penny let him, trying not to flinch. As long as he was hurting her, he wasn't hurting May. She had to keep him away from May.

"You get your hands off of her!" May screamed, and his the hand that had been holding Penny shot out, the impact throwing May back into the wall as Penny's heart stuttered. Her aunt crumpled back down to the ground, hands bracing against the wall as she tried to pull herself up. She was sobbing, hands shaking, and Penny had to fight back tears. When her aunt freaked out, she freaked out, but she couldn't freak out. Not yet.

"Well, all that's gonna change now." The asshole continued. "The two of you need a man around...someone to take control of things. Luckily, you have me now." Her aunt opened her mouth, but he waved the gun a little, effectively silencing her.

Penny grabbed his arm, fighting not to use too much of her strength. She just had to stall long enough for Iron Man to show up. Make sure he didn't touch her aunt again. "Don't touch…" The words died on his lips when he pulled the gun back, whipping her across the face with it. The urge to retaliate was almost too strong to resist, but she managed, staggering against the wall and tasting blood in her mouth. "Asshole." She whispered, spitting blood on the floor.

Suddenly his hand was fisted in her hair, yanking her head back, and before May could speak, the barrel of the gun was pressed against Penny's temple, cold metal biting into her flesh. "May, why don't you go to your room, huh? Penny and I are going to have a little chat."

"You let her go. Do whatever you want to me but..."

"I know why you think we can't be together anymore. I know you think it matters what Penny thinks." His voice was almost reasonable...soft and serious as if either of them were listening to a word they said. "So why don't you just go to your room. You obviously can't take care of things here so…"

"You take your hands off of her right now." May pulled herself to her feet, pointing a finger at Skip, and Penny tried her best to convey that it was going to be okay...that she'd called Mr. Stark and he was coming to help.

"May, it's okay. Just go…" She bit out.

"Yeah, May. Just go." The hand moved from her shoulder to her throat, the gun pushing into her temple. She could take care of herself...but Penny Parker didn't kill people. Neither did Spidergirl. Still, she needed May out of the room. "Penny and I are going to talk and then everything will be okay."

"You let her go right now!" May screamed, her voice bordering on hysterical, eyes wide and terrified, and Penny still couldn't believe this was happening...couldn't believe she was waiting for Iron Man to arrive and resolve a domestic situation. "Skip, I told you, this is over. It had nothing to do with Penny."

Skip took a step toward May, the gun moving from Penny's temple, and the girl acted immediately, shoving her elbow into his side. She didn't do it hard enough to break anything, just hard enough to give them a few seconds. "May, go!" She screamed, then gasped when a hand grabbed her hair once more, the gun coming down on her face again, and she felt her nose snap. She let him...she had to. If he was hurting her, he wasn't hurting May. She couldn't let him hurt May. Never again. Instead, she let him grab her wrist and yank it behind her back and up toward her neck, making her wonder if he was going to pop it out of place. 'As long as he doesn't hurt May...I just need to wait for Mr. Stark to get here.' She thought, turning desperate as he pulled even harder.

"Try that again, you little bitch, and I'll blow your brains out. You understand me?" She rolled her eyes, making sure he saw and gasped when a fist holding a gun slammed into her side. "I said, do you understand me?"

"Yeah. Fine." She muttered, grateful that her ribs weren't broken at least.

"You see what happens when kids don't have a man around?" Skip appealed to May, tone back to reasonable and serious. "I'm here to fix that, May. Don't you see? You need someone around to help you keep her in check. She's…" The knock on the door interrupted him mid-sentence, and he squeezed Penny's wrist. May, who was standing behind the sofa, arms outstretched like she could just pull Penny into her arms, turned to the door, blood dripping from her nose. "No way in hell a pizza got here that fast. Who did you call, you little bitch? Huh?" Penny shook her head as he wrenched her arm, yanking her wrist even closer to her neck. "Huh?"

"No one! I just ordered pizza!" She gasped when he yanked on her arm again, and May sobbed.

"Let her go! You asshole!" May was so afraid...so terrified, and Penny had never wanted to kill someone so badly in her life. May should never be that afraid.

"Open the door!" Penny paused at that voice...she knew that voice. Hell, every school kid in America knew that voice. And then the gun was pressed into her temple.

"May, go to your room." Skip ordered, voice suddenly too quiet.

"Open the door!" The voice came again, a fist beating on the door, and Skip glared at it.

"Unless you've got a pizza, you'd better mind your own fucking business!" And then the door was open...the bang made all of them flinch as it was kicked in, and the gun pressed painfully into Penny's temple.

It didn't make sense. There was no earthly reason that Captain Steve Rogers would be standing in her living room, shield in hand, chin in up in that typical Captain America pose. But of course, there was. Because if Mr. Stark couldn't get to her place fast enough, he could have called someone closer. And, as she well knew, Captain Steve Rogers was from Brooklyn, which was a whole lot closer to Queens that the Avengers Compound. "Who the hell are you?" Skip snapped, and Penny wondered if he was that drunk or just stupid. Or both. He did reek of booze now that Penny was paying attention.

"Captain America? Sir?" She asked, getting his attention and flinching when the gun pressed even harder against her head. Mr. Stark had called him...even though Captain America only knew her as his intern. He'd called in an Avenger...he had no idea what was going on, but he'd still called an Avenger. As much as she wanted to think more on that, she had to focus on May. "Get my aunt. Please, sir. Get her out of here!"

"May. You stay right there, or I'm gonna show pretty Penny here what real discipline looks like." He yanked her arm upward again, and she wondered how much longer until he dislocated her shoulder. She didn't really care as long as her aunt was okay. It would heal eventually. Her aunt might not if he started shooting.

"Okay. Let's just calm down." Captain Rogers spoke quietly in that earnest, patriotic voice of his. "Sir, why don't you put the gun down and we can all talk."

"Don't you tell me what to do with my family."

"We aren't your family, dipshit." Penny snapped, and then gasped when he yanked her arm, probably as hard as he could, and it popped out of place. Screaming and cursing herself for having such a big mouth, she bit down hard on her lip, trying to fight the tears in her eyes. May was crying too, gasping sobs that she tried to cover with her hand, and Penny felt her resolve strengthen. She couldn't let him hurt May. No matter what.

"Sir, my name is Steve Rogers. And you are…"

"Steve Rogers? How the hell do you know Captain freaking America, you little freak?" He asked, shaking her again, and Captain America's eyes narrowed, lips tightening.

"I intern for Tony Stark, moron." She grumbled, happy to keep his attention off of her aunt for as long as she could, even as Captain Rogers was easing his way into the room. Then Skip's mouth got really close to her ear, hand still wrapped around her now-useless right wrist.

"You'd better watch that pretty little mouth of yours before I show you what a pretty little mouth is good for." Penny couldn't help it...she shuddered, and Captain America's jaw clenched, eyes narrowing.

"Sir. You need to let the girl go. Now." Captain Rogers took another step forward, holding the shield out, and Skip waved the gun a little.

"How about I put a hole through this little bitch's brain instead?"

"Sir put the gun down." Captain Rogers snapped, moving even closer, and then there was a quiet click as the gun was cocked. Everyone went still, her aunt pressing a hand to her mouth, eyes leaking terrified tears. "Sir! Put it down now!"

"Let her go. Skip, please. I'll do whatever you want. Just...let her go. Please. She's only fifteen. Please." Aunt May sobbed. Penny felt her useless right arm trying to heal, but it would have to be put back in place before that could happen. She might be able to get the gun away with just her left...without her web shooters, but she couldn't guarantee that her Aunt May would be safe. She wasn't willing to take that risk.

"Get her out. Please, Captain Rogers. Please." She whispered it, sure that Captain America could hear her. "Please." He met her eyes, unsure, then reached out, putting a hand on May's arm.

"Ma'am, come with me." He urged quietly.

"No, you just stay right where you are, May." Skip ordered. "You aren't going with him."

"Sir…"

"May, you keep your ass right there, you hear me? And you…" He squeezed Penny's throat, making her gasp for breath. "You're a little pain in my ass, you know that?"

She met Captain Rogers's eyes as he narrowed them, then nodded. "Now." He told her, his voice commanding, and there was the familiar sound of a repulsor behind them...outside of the window. She started to throw an elbow into Skip's side, moving just a little as she tried to wiggle out of his grip with a dislocated arm, but then there was a deafening blast in her ear, and she was dropping to the ground, useless right arm doing nothing to cushion her fall.

Everything went silent, the ringing the only sound she could hear. Eyes open, she watched as May's mouth opened, arm reaching out for her, but Captain America's arms were around her, pulling her back and away from the window that suddenly shattered. He was pulling May away, out of harm, and Penny closed her eyes in relief when suddenly someone was shaking her.

Captain America. As soon as she opened her eyes Captain Rogers seemed to deflate in relief, one hand on her good shoulder. He was talking, mouth moving rapidly, but all she could hear was the high pitched ringing, the noise blotting out everything else. She dropped her head back on the floor, broken glass everywhere, and turned her head to find May who was sobbing against the sofa, arms still reaching out for her.

Then other hands were there, these ones covered in metal. They pushed the shield away and she wondered what had happened to Skip...what had Mr. Stark done to him? Iron Man's mask was staring down at her for only a second, bright white lights hurting her eyes, before it was pulled back, revealing Mr. Stark's familiar face.

She was crying. She hadn't realized it before, but she could feel the hot water dripping from the corners of her eyes and down her cheeks. He had a hand on her face then, mouth still moving, but she shook her head, eyes frantically searching the room. "I can't hear!" Penny wasn't sure if she was yelling or talking normally. "Mr. Stark?"

He leaned in closer, mouth moving slowly so that she could understand. "It's okay." He was mouthing...probably saying it out loud. Her hands shook and the tears wouldn't stop.

"May?" She choked out, nearly sobbing. "May? Is she okay?"

He nodded, a hand running through her hair, and then May was there, reaching out and pulling her into her arms. She couldn't hear her, but she was sure that May was telling her that everything was okay, and Mr. Stark was there, and Captain America, and it was possible that Captain America didn't know her secret yet, so she wasn't worried. Her arm was killing her and she couldn't hear, which was terrifying, and her head was killing her, but she was safe at least.

Sobbing into her aunt's shoulder, she managed to wrap one arm around her, half sitting up and hoping the noises escaping her mouth weren't too embarassing. "May, May..." She whimpered, clenching her aunt's sweater in her hand, her right shoulder throbbing as May pinned it to her side.

After a while, May pulled away, pressing her forehead against Penny's, and ran a hand through her hair. She said something, but Penny shook her head, pointing to her ear. "I can't hear you." May reached out and squeezed Penny's right shoulder, and the girl couldn't stop the scream. She couldn't hear it, but she could feel it ripping from her throat, and then Mr. Stark was back, holding her up, and May was being helped up by Captain America. She bit down hard on her lip, trying to keep the noise in, but couldn't stop the tear that dripped from the corner of her eye.

"It's okay." That's what Mr. Stark was saying...he spoke slowly, exaggerating her words. "It's okay. It's okay, Penny." She nodded, letting him take her left arm and help her to her feet where she swayed a little, putting her left hand to her ear and frowning when it came back bloody. Her terrified eyes sought Mr. Stark's and he took her bloody hand and squeezed, the metal armor retracting from around his hand. "It's okay. It's okay."

He supported her as he walked her down the stairs and to a car driven by Happy who gave her and her aunt a horrified look, mouth moving too fast for her to catch anything. She wiped her eyes as they stood out on the sidewalk, glad the tears seemed to have finally stopped, but she was still shaking...still watching her aunt desperately as if she might disappear. May crawled into the car first, then Penny who leaned her head on her aunt's shoulder, trying to bite back the sobs. Everything hurt and her aunt was hurt and she hadn't protected her! "I'm sorry." She tried to whisper it, and May ran a hand through her hair. "May…"

Mr. Stark climbed in on her other side, rubbing a hand up and down her back, and Captain America was in the front seat, throwing worried glances back at all of them. The car ride seemed to last forever, and by the end of it, her ears weren't ringing quite so loudly. Mr. Stark was holding something to the back of her head that felt like a cloth, but she wasn't sure why, and then they were all climbing out of the car, May led by Captain America and Penny by Mr. Stark.

The doctor in the Med Bay gave May something in an IV that had the woman slumping back against the pillows, eyes drifting shut, and Captain America stayed at her side while Mr. Stark stayed by Penny's, taking her hand as a doctor looked in her ear. They talked for a few minutes, words Penny couldn't hear, and the doctor injected Penny with what she assumed was an attempt at pain medicine that would actually work on her, but really only dulled it. Then Captain America was approaching, looking reluctant but determined.

Mr. Stark put a hand on her good shoulder, meeting her eyes, then tapping his own right shoulder. Understanding immediately, Penny nodded, hating the tears that fell down her cheeks. She was supposed to be a super-hero! But she didn't object when Captain America grabbed her arm, mouthing something that looked like 'sorry' before jerking on it. She felt more than heard the pop, and her sore, aching throat protested the short cry. Then her arm was being eased into a sling, and the doctor finally left her alone, Mr. Stark easing her down onto the bed.

"May?" She asked, reaching for Mr. Stark who nodded, mouthing the word 'okay' a few times before Penny understood. Everything hurt...her throat and her head and her shoulder...her face too, and she remembered that he'd broken her nose. Had they fixed that? She couldn't remember...it had all been such a blur. And she still couldn't hear. What if she could never hear again? Eyes wide, she tugged at Mr. Stark's hand, then pointed to her own ears.

Mr. Stark turned to Captain America and said something that the man responded to by reaching into his pocket and pulling out a little notebook and a pen. Scribbling something quickly, Mr. Stark handed it over as soon as she was done, and Penny took a second to read through what he'd written.

_"The gun went off right next to your head and your eardrums were busted. It should be healed by morning, and you will slowly get your hearing back. Your arm will probably be completely healed by tomorrow afternoon. Your throat was just bruised. He broke your nose and your face is bruised but that will heal quickly too."_

Penny nodded, letting out a breath, then pointed at May. He took back the paper, writing again, then handed her the notebook, all while Captain America looked on in concern. _"May will be fine. They gave her something to help her sleep. She'll have some bruises and I think she should take tomorrow off. But she is fine."_

Penny nodded again, letting her head rest on the pillow, body relaxing onto the bed once more. She wanted to know what had happened with Skip and if they would need to worry about him anymore, but Mr. Stark was running his hand through her hair and she knew he wanted her to just rest, so she closed her eyes for a minute, and later she wondered if that pain medicine hadn't been a sedative after all.

When she woke, it was because someone was talking. A familiar voice...the one that had spoken to Skip...demanded he let her go. "I thought he shot her." The voice admitted softly...it was muffled...quieter than it should have been, but still, she was grateful to be able to hear anything at all. "It was so close to her...he was going to kill her."

"This is on me." Her mentor's voice joined in, soft and sad. "My guys talked to him months ago...told him to leave them alone or else when he kept hanging around. He hadn't been seen for three weeks...I just...I should have kept them there."

"She's your intern, Tony. You can't always protect her." Captain America admonished him.

"I can try." Mr. Stark grumbled. "He dislocated her arm...tried to shoot her in the head. She's only fifteen years old."

"He's never going to bother them again." Captain America put in. "He's never getting out of jail. You don't have to worry."

Penny opened her eyes then, looking around the room and meeting the gaze of the Star-Spangled hero himself. Eyes darting around the room, she made sure to find May before speaking. May was okay. She was alseep. She was fine. "Hey. Captain America." She pointed and Mr. Stark chuckled, even if it sounded almost hysterical. Her voice was weak and shaky, but she made herslef keep going, ignoring the pain in her face and nose and throat...and everywhere. Everything hurt. "Ned loved his autograph. But he said we might be able to make some real money if we could get you to sign more stuff...he wants to start a business on EBay."

"Do you not pay your interns, Stark?" Captain America asked with a raised eyebrow, apparently ignoring the fact that she could barely lift her head, and Mr. Stark rolled his eyes.

"Apparently not enough." He was smiling though, and his fingers ran through her hair with an easy familiarity. It did wonders for her building headache. "I take it you can hear again?"

"Not very well, but better than I could before. What time is it?"

"Almost three." Mr. Stark told her.

"AM?"

"Yep. May's still out. She'll be sleeping until tomorrow afternoon probably."

"Is she really okay?" Penny asked, trying to moderate her voice to keep it soft despite not being able to hear it very well. Her senses were all out of whack, and it was disconcerting, to say the least.

"Yeah, she's fine, kiddo. You're the one who took the brunt of it." She nodded, but he must have seen the relief on her face because his eyes narrowed. "You did it on purpose. Let him hurt you so he wouldn't hurt her." He accused.

She shrugged with her one good shoulder. "It worked, didn't it?" He glanced over at Captain America who looked horrified. "She's okay. Right?"

"Penny…" Mr. Stark trailed off, shaking his head. "Hey, Cap, can you give us a minute?"

"Of course." Captain America stood, but Mr. Stark held up a hand.

"Would you mind getting the food?" He asked, and the man took the credit card Mr. Stark pulled out of his wallet.

"Sure thing. Penny, I'll see you in a little while."

"Um...yeah. Thanks." She smiled, waving as he headed out of the Med Bay, then turning back to Mr. Stark in confusion.

"The food?"

Mr. Stark ignored "You could have been killed, Penny."

"Better me than May." She answered automatically, ignoring Mr. Star's glare. For a moment, they were silent, her staring down at her hands and him watching her. She thought he was going to yell...well, not yell, exactly. Speak angrily. But she couldn't have done anything else. Opening her mouth, she hesitated before speaking again. "I can't lose her too, Mr. Stark." She whispered, feeling another tear drip down her cheek. "I already lost everything else."

"Penny..." He murmured, sounding pained as he took her hand. "You aren't going to lose her, okay? She's fine. She's going to wake up a little sore, but she'll be okay. Skip's never going to bother you guys again. I'm going to have people watching your Aunt. I'll give her a panic button just like yours." He paused, squeezing her hand until she glanced up at him, hating the tears dripping down her cheeks. She felt like such a baby...she wasn't even hurt all that badly! She'd been on patrols where she'd been hurt worse than this. But May was hurt too. And Penny hadn't been able to stop it. "How are you feeling?"

"Better." She told him simply. He hummed, accepting that. "What happened, Mr. Stark?" He looked up, meeting her eyes. "After you got there...I heard the gunshot and then…" She trailed off, unsure.

"Steve was closer to Queens than I was...I called him as soon as I hung up the phone. When I got to your apartment, Skip had a gun to your head. He could have shot you. Hell, he tried. It grazed your head but that's already healed. I've already called some people to fix your window. I...took care of Skip. He's going to jail. He'll never get out. I made sure of it."

She wanted to ask exactly what he'd done...wanted to know everything that asshole had suffered. Maybe that would make her feel better. But she didn't ask. "Thank you." She murmured instead, eyes shooting over to make sure May was still there...that she was okay.

"You know, I understand. Really. I get that you want to keep your identity a secret and protect your aunt. May understands too. But if Skip had found out who you were, we could have dealt with it. I would have dealt with it. Protected you and your aunt. I won't let anything happen to you."

"I know." She murmured. He reached out, a hand on her shoulder.

"Calling me and protecting your aunt...you did good, kid. Really good. I'm proud of you." She bit down on her lip, wiping at her eyes. "I thought...for a minute, I thought you were dead." He shook his head, seeming to choke on the words. "I thought that asshole shot you. And if he had...shit, kiddo.." He ran a rough hand over his face. "I'm going to have people watching your apartment from now on. Hell, I'd rather you both move into the tower, but I doubt your aunt will go for that." She snorted, and he took her hand, squeezing it. "We can talk about that later." He told her, softening. "And Penny?"

"Yeah?"

"If...if anything were ever to happen to May, which it won't if I have anything to say about it, you wouldn't be losing everyone. I wouldn't leave you without a home, kiddo. You'd always have a place with Pepper and me. Okay?" She was crying again, and she brought her left hand up to cover her face, wishing she could hide and hug him all at the same time. "Scoot." He murmured, and she did, leaning into him when he climbed onto the bed beside her, wrapping his arm around her shoulder. "It's okay. I've gotcha."

And he did. He had her. He always had her. He was like her father and she loved him so much that sometimes her heart threatened to burst with it. But she couldn't say that. He might think it was weird and leave and she didn't know how she could bear that. Instead, she put her head on his shoulder, sniffing and trying not to get snot on his shirt. "Thank you, Mr. Stark." She whispered, and she felt him press a kiss to the top of her hair, her fingers gripping his shirt.

"Are you tired?" He asked after a moment, leaning back against the headboard and shifting her to rest against his chest, her right arm held against her own chest with the sling she hopefully wouldn't have to wear for too much longer.

"No, I'm okay." She muttered, but it all seemed to be catching up to her...the memory of a gun against her temple. Skip's fingers around her throat...the way he'd hit May. He could have killed them. He'd wanted to. She shuddered and he tightened the arm around her. He would protect her. Her and May.

"You slept for a few hours. I can get you something to help you go back to sleep if you want." He offered.

"I don't want to sleep." She admitted, glancing over at May, heart dropping as she saw the bruises covering her aunt's face. She wanted to watch over her Aunt, even though she knew that nothing would happen to them here...not in Mr. Stark's tower. Still, she knew there would be nightmares. Knew that this would haunt her sleep, and she didn't want to bother Mr. Stark anymore. "You can go sleep. I'm okay." She tried to assure him. He just shook his head, rubbing circles on her back.

"You're not okay, Pen." He corrected gently. "No one would be, not after something like that."

She didn't want to have that discussion. Didn't want to talk about how not okay she really was. She'd thought she was going to die at the hands of her Aunt's dipshit of an ex-boyfriend. That May might die too... since she'd been awake, she'd glanced over at May every few seconds, the terror still just under the surface. "How did you get Captain America to come to my apartment?" She tried to change the subject, her voice just barely audible to herself. Everything was muted and had Mr. Stark not been holding her, it would have been terrifying. As it was, it was kind of just annoying to have her senses dulled.

"Are you kidding? All I had to do was say the words 'ladies' and 'danger' and he was all over it. You know Captain Grandpa. Always ready to rescue a damsel." She giggled a little, feeling his laughter deep in his chest. Then he spoke again. "So where did you get the idea to pretend you were ordering pizza?"

"Tumblr. People in abusive situations can call 911 and they'll...well, they'll understand." She shrugged a little, and he smiled down at her, eyes soft as she looked up at him.

"That was smart, Pen. Not giving away your secret identity to a criminal, also smart. But you know that if you ever have to, I'll make sure your Aunt is safe, right?" She gave him a weak nod. "Good. Now, how about we watch a movie if you're not going to sleep? You never got your pizza, so I ordered a couple, and you and the capsicle can have a contest to see who can eat the most as soon as he gets back." She sat up just a little to face him, bemused.

"Mr. Stark...I don't think any pizza places are still open at 3 am on a Thursday morning."

He put a hand over his heart, shaking his head. "Penny, if I want pizza at 3 am on a Thursday morning, then I'll get pizza at 3 am on a Thursday morning. And do you know why?"

She managed a smile as he sat up a little, placing the StarkPad on his legs so they could both see Netflix. "Because you're Tony Stark?"

"Because I'm Tony Stark!"


	6. Helpless

**Helpless**

Someone was standing over her. That was the first thing Penny could make sense of. Someone was standing over her and they were holding a gun and it was pointed at her. She was laying on a bed and she couldn't move and the person came closer, cocking the gun in the dark room. Penny shuddered, shaking her head. No...she couldn't let him hurt her. Mr. Stark wouldn't let him. Captain America would come and then Mr. Stark...hadn't this happened before?

"No...no." She whimpered, her mouth barely working.

"Penny?" That didn't sound like Skip, but she knew it must be. She had seen how he'd looked at her. How his eyes had trailed down her body, and she'd known what he wanted. But Mr. Stark would never let him. Her aunt wouldn't either...and surely Captain America wouldn't either. Right? Wasn't Captain America there? Did he know who she was? He didn't...at least, she didn't think so, but she couldn't remember.

The gun got closer and she shook her head, shrinking back into the bed, but her limbs refused to move. She opened her mouth, gasping and choking. "Penny? Wake up."

"No...no." She begged, shuddering when a hand touched her shoulder before it was removed.

"You'd better watch that pretty little mouth of yours before I show you what a pretty little mouth is good for."

Penny screamed, head thrown back, neck aching as she cried out, praying that Mr. Stark would hear her. She couldn't move! She couldn't get away! "Penny? Kiddo, wake up!" Someone was calling, hands behind her back pulling her upright, and then her eyes were open but she still couldn't move. Someone was standing over her still and she kept screaming until he spoke again. "Friday, lights!" He called, and the lights got just a little brighter, showing Mr. Stark sitting beside her, an arm around her back supporting her head as he lay her back down. "Hey, hey. It's me. It's okay. You're alright. You're safe here."

Slowly, her limbs responded, hands curling into fists, but it felt like someone was sitting on her chest and she brought a hand up to her throat. "I can't...I can't breathe! Mr. Stark!"

His eyes were soft and he ran a hand through her hair. "Yes you can, honey."

"Mr. Stark…". She gasped, but he kept talking.

"You're in the Avengers compound. Skip is in jail. He won't get out for a long time. Here." He pressed one of her hands against his chest. "Deep breath in with me. Come on."

"I can't…"

"Yes, you can. You're breathing right now." He reminded her softly, stroking her hair, that gentle tone never failing. "With me now, okay?" He inhaled and she tried to follow, wheezing a little. "Good. Hold it for a few seconds. Good. Perfect. Now let it out slowly. With me. Good. You're doing great, kiddo. Again." She did, following his instructions until her heart didn't feel like it was going to beat out of her chest. "Good job, Pen. Better?" She nodded. "He's not going to hurt you or May. Not ever again. I personally made sure of that." She nodded, believing him, but also afraid that the nightmares would continue. "So...Iron Man, huh?"

Penny blinked up at him in confusion. "What?" He reached out, tapping her nails and reminding her of the design MJ had painstakingly painted onto them. "Oh…". She groaned, covering her eyes with her hand. "It wasn't my idea."

"I think they're great! Do your toes match? Do you have an Iron Man t-shirt to wear with them?"

"Mr. Staaaark!" She cried, feeling her cheeks get hot. "I didn't pick the design! MJ does whatever she wants!"

"Maybe next time she can do one of me flying...or one of me shooting some bad guys!" Her lips curved up against her will as she went on. "Now that I think of it, I might have to have her do my nails…". She laughed out loud then, dropping the hand and grinning at him.

"I don't think Miss Potts would like it if you showed up to a meeting with nail polish on."

"Why not! Hell, I'll make it mandatory from here on out. Everyone that comes to a Stark Industries meeting has to have Iron Man nails!" She giggled again, jerking away when he ruffled her hair, and only stopped when a yawn forced her to. "Think you can go back to sleep?" He asked, turning serious again, but she shook her head.

"I don't think so. What time is it?"

"Almost eight. You fell asleep around five, after eating Captain America under the table, might I add." She smiled a little at that, letting him pull her so that her head was leaning on his shoulder. "Can you hear okay?"

"Yeah. I think it's better." He nodded.

"Good. How about we find you some breakfast, huh? Pepper brought you a change of clothes." He ruffled her hair again, gentler this time, sitting up and pointing to a chair that held a tote bag. "May's still asleep, but come on into the kitchen when you're dressed, okay? You can pull the curtain around your bed to get changed."

Still a little shaky, she nodded, changing quickly and joining him in the kitchen. She was shaky all through breakfast, even as May and Captain America joined them, and she was shaky when Mr. Stark drove them to their new, much nicer, much bigger apartment that apparently had better security. There was even a gate around the property that required a special key card and had cameras and everything. It was still in Queens, but a nicer part, and Mr. Stark assured her aunt that there were now people whose job it was to watch over her full time. She was shaky as Captain America came along and helped them move their furniture into the new apartment, a baseball cap pulled over his eyes. She was shaky on her first day of school, and on her way home, when she skipped patrolling and texted her aunt instead. For the entire first week, it felt like all she did was text her aunt and try to stay as close as she could whenever possible.

May didn't say anything about it though. In fact, her aunt seemed more than happy to keep her close. The two stuck close together, watching movies and ordering food and Mr. Stark texted every night to make sure she was okay. She knew he got it. May kept him updated, and sometimes he or Pepper would text her right before bed, telling her that she was safe...that everything was going to be okay.

For a couple of nights, Penny slept in May's bed at night, hoping to stave off nightmares. But she knew that she would have to face this eventually. So, a few nights after everything, curled up in her old bed in her new bedroom that felt safer and yet scarier than her old one, she forced herself to close her eyes, trying to relax and let her aunt get some sleep without her. She managed to sleep for a few hours before waking up on the verge of screaming and hyperventilating and her hand went automatically to the tracker on her wrist before she hesitated. This was for emergencies...when she was in danger. She wasn't in danger.

Still, she grabbed the phone on her nightstand, hesitating for a moment before dialing his number, trying to ignore the fact that it was almost four am and he was probably sleeping. It rang and rang, and she was about to hang up when he answered, sounding worried but also ready. "Penny? Are you alright?"

"I'm sorry." She choked out, sniffing and rubbing a hand over her eyes. "I shouldn't have..."

"No, it's okay." He assured her gently. "I told you to call if you needed anything. What's going on? Nightmare?"

She hesitated, then nodded, even though he couldn't see her. "Yeah." She whispered. "I just...it seems so real and then it's hard to breathe..." It was easier to breathe now that she could hear his voice. Now that he was sort of with her.

"I get it, kiddo." He told her, and it sounded like he was walking. Probably out of the bedroom he shared with Pepper so he wouldn't wake her. "I have them too sometimes. It's alright."

"He's in jail, right?"

"That's right. And he's never getting out."

"But if he knows someone..."

"May is safe. I promise. I have people watching her. She has a panic button on her new watch and my personal number in her phone. Security will always be close by. You don't have to be afraid. Not for her. And no one knows who you are. I'm making sure of it."

For a long time, she just listened to him talk, breathing as best she could, head against the wall. "Thank you." She finally whispered.

"Do you think you can get back to sleep."

"No."

"That's okay. Hey, did I tell you about my new idea for my suit? Nanotech." He said the word so that she could hear the grin in his voice, and she couldn't help the spark of interest.

"Nanotech?"

"Yep." He popped the 'p' and she knew he was smug.

"Like...Wakanda tech?"

"You got it. The next time you come over, I'm going to show you. Once I get the bugs worked out, I'm going to make you one too." She stared out at her dark room, hesitating, and then he went on, telling her all about it until she couldn't keep her eyes open anymore.

It took another three weeks, but eventually, she got back to patrolling and finally stopped being afraid to have her aunt out of her sight. Miss Potts took her aunt out to dinner a few times in that time, usually on nights when Penny was out late patrolling, and that helped. She knew that if Miss Potts was with her aunt, there was also extra security around.

Captain America was there when she arrived at Mr. Stark's tower with Happy on her first weekend after everything, sitting at the kitchen table and sketching something. The man glanced up when she stepped inside, looking around for Mr. Stark, and smiled a little. "Hello, Penny." He greeted, putting his pencil down.

"Oh...hi, um...Mr...Captain America...sir." He chuckled.

"Just Steve." He urged softly, smiling. "How are you? How's your aunt?"

"Um...she's good. She really likes the new apartment. And, uh...no one has bothered her, so…" She shrugged, eyes darting to the door. "Have you, I mean...how are you, Mr. Steve." He sighed but seemed to give up on the battle of his name.

"I'm doing just fine. Thanks, Penny. Are you looking for Tony?"

"Yeah. I'm supposed to be meeting him for my internship."

"Right. The internship. How's that going?"

"Oh. It's good. I just...work down in the lab with him."

"Sounds interesting. I think he's in his lab but he should be on his way up. Friday? Can you let Tony know that Penny is here?"

"Of course, Captain," Friday answered. He was quiet for a moment, then leaned in.

"Hey, um...I wanted to tell you...I know you called Tony, and I understand. I mean..I get that. But if you're ever in trouble...like what happened with your aunt's ex-boyfriend, I want you to have this." He held a piece of paper out and she took it, reading the numbers for a moment before she realized it must be his phone number. "If you need help, you can call me too. Okay? I'll be there. Tony obviously cares a lot about you, and that makes you like family. The Avengers...they used to be a family. I want them to be a family again." She nodded, smiling and pocketing the number.

"Thank you, Steve." Of course, she already had a way to contact him. It was a tiny button on the fitness tracker currently on her wrist. But it was still a nice gesture, and after everything, she thought she might just trust him. At first, after Mr. Stark had come back from Sibera with a black eye and after she'd found out some of what had happened, she'd thought that if she ever got her hands on Captain America, then she'd beat the shit out of him. Let him know what it felt like. But the man had helped Mr. Stark save her twice now, once as Spidergirl and once as Penny Parker. Now he was giving her his personal number and encouraging her, not Spidergirl but Penny, to call if she needed him.

And that made him the first person she called when she found herself outside of a warehouse where her mentor was being held, several guns trained on him, and his cellphone in Secretary Ross's hand.

The text had come during one of her patrols. "Spidergirl, I need you here ASAP." Then a location has popped up on her phone. Of course, there were several things wrong with that text. Mr. Stark never texted her secret alter ego. He called through the suit. It was safer that way. And he didn't call her Spidergirl through text. It was always 'kid' or 'kiddo' or, occasionally, 'Pen.' Also, he didn't call for her like this. It was usually a call through the suit to Karen, and it usually sounded like more of a request.

It was just weird enough to worry her, but she was on her way before she could think too much about that, swinging her way through Queens, then further west until she was in what her aunt called the 'bad' part of town, then even further until she was in an industrial park. It wasn't until she caught sight of the abandoned warehouse at the edge of the mostly abandoned looking, graffiti covered junkyard that she realized something was really wrong.

"Karen, is anyone inside?" She asked, creeping along the roof of the building next door as the sun sank below the horizon. It had been miles since she'd seen a person and she knew that this might be a very bad thing.

"It appears as though there are eight adults inside the building...and one dead body. There are twelve others surrounding the building." Karen informed her.

Her phone buzzed again and she pulled it out, eyes narrowing as she skimmed the message. "Where are you, Spidergirl. I need you in here now."

"Karen?" She whispered. "Reconnaissance mode?"

"Sure thing, Penny." She crept a little closer, listening in as she just managed to catch Mr. Starks furious sounding voice.

"You leave her out of this!"

"Stark, I asked for two things from you: get me the rogue avengers and get me Spidergirl. You've failed to do both, so it seems I have to do it myself."

"The Accords were abolished! We're renegotiating everything with the UN!"

"She's a vigilante, Tony, which is still a crime the last time I checked. I could bring charges against you for harboring a criminal."

Ross. She tuned the rest of what he said out, staring down at the tracker on her wrist. If Ross was using Mr. Stark's cell phone, then that meant he had captured Iron Man. Her heart clenched as she leaped from the building where she'd been hiding to the one where they were holding Mr. Stark. Then she pressed her panic button three times in a row.

She'd sort of been expecting something to happen, but nothing did, so she pulled out her cell phone, dialing the number given to her just a few weeks ago, listening to it ring until the man picked up. "Penny?" The captain asked immediately, sounding worried.

"Captain? I need help." There had been other voices in the background before, but they all went silent, and she wondered if she was on speaker.

"What's going on? The alarm went off...we're on our way."

She didn't bother asking who 'we' was. "Ross has Mr. Stark."

"What?"

"There are a bunch of men with Mr. Stark and Ross and Ross is trying to lure me inside."

"Penny...why would they want you?"

She took a deep breath, fully aware that she was about to put a lot of trust in the Avengers and that she had no choice. "Because he wants Spidergirl."

"You're...you're Spidergirl." Captain America breathed, sounding more sad than anything.

"Yeah. And I'm going in there."

"No! No, don't go in there alone!" The Captain cried. "We're on our way! We've got the jet and a lock on your location. We'll be there in less than 20 minutes."

"I have to go in, Steve." She murmured, crawling down the side of the building.

"Penny, this is a trap! For you!"

"Yeah, I know it's a trap! I also know they have Mr. Stark and I'm not letting him get hurt again! Not for me!" He was silent, so she plowed ahead. "Just, hurry. Please." And with that, she ended the call, crawling down to the door and easing it open.

There really was no place to hide so, tucking her phone away, she peered around the corner of the huge room. Mr. Stark sat in a chair, hands handcuffed behind his back, a bruise blossoming over his temple and a cut on his cheek. Otherwise, he looked mostly okay. His suit was nowhere to be seen, so she wondered how he'd gotten there.

In the corner was a bloodstain that puddled on the floor, and sprinkles of blood covered the wall as well, but it didn't seem like Mr. Stark was bleeding except from the cut on this cheek, and that wasn't bad. Surrounding him were four soldiers with huge guns in their hands, and Ross sat a few feet away in his own chair, phone in his hand.

Taking a deep breath and praying that the jet was really fast, Penny took a step inside, nodding to Ross who jumped to his feet, and to Mr. Stark whose face crumpled when he caught sight of her. "Kid…". He whispered, but she was focused on Ross.

"I believe you sent for me, Secretary Ross?" She asked, keeping her voice light.

"Ah, yes. The infamous Spidergirl. I've been wanting to meet you for a long time."

"Really? Can't say the same." He chuckled, the sound making a shiver run up her spine, but she just narrowed her eyes and, by default, the lenses of her mask. "What can I do for you?"

"You see, I have a deal for you." He told her conversationally.

"A deal?"

"Yes. You see my men? They've all been given orders to shoot Tony in the head if you resist. So here's my deal. Take off your suit and your mentor or boss or whatever he is to you gets to live another day."

Take off her suit. Reveal her identity. Put everyone she loved in danger. Give up her most important secret and put it in his hands. That's what Ross was asking her to do. And for a second, she wanted to refuse. To stall until the Avengers arrived. But then she looked at Mr. Stark.

Helpless. The word came to her mind unbidden when she met 's eyes, the line in a song from a soundtrack she'd listened to too many times. You look back at me and suddenly I'm helpless. She loved him...not the same kind of love from the song, of course. That would be gross. But he was her father...or, well, the closest thing she had.

First, she'd lost her parents. That was such a stupid phrase. 'Lost her parents.' It was how counselors and sometimes teachers spoke. She hadn't lost them. They'd been ripped away from her, throwing her world upside down. She could barely even remember them, but she remembered the hole ripped in her soul, the hole she could still feel sometimes when she thought about them. Or when Ned's mom would put her arms around him and kiss his cheek, or his dad would come home from work and they would all be together and no matter how kind they were to her, she was still on the outside.

Then Uncle Ben. Murdered. Blood seeping through her fingers as she'd held them to the bullet wound in his stomach. Uncle Ben who had danced her around the living room on his feet and who had tucked her into bed with stories about superheroes and princesses...Uncle Ben who had taught her how to be good, how to do something when she saw something bad happening. That if she had the power to help, she had the responsibility to help. Who had picked her up from school that year that parents had been invited to eat lunch with their kids and she just couldn't bear it and she'd called him crying and he'd taken her out for ice cream and just sat with her in the car fo so long while she'd cried.

Now there was Mr. Stark. It was insane. Iron Man was the father figure in her life now. And she loved him. Loved the way he protected her and smiled at her and believed in her. Loved how he made a panic button just for her and allowed her into his life, a place so few people got to see. And in the face of that love, looking into his huge eyes as he sat tied to a chair, looking furious and terrified all at once, she was helpless.

"Spidergirl, don't!" Mr. Stark cried, but it was too late. She wouldn't run...wouldn't leave him here. She'd rather give up her identity...no, she would rather die than lose another father.

Pressing a hand on her chest, she felt the suit deflate and fall away, leaving her in a tank top and shorts. Stepping out of her suit, she glanced down at her neon blue toes that seemed to glow in the fun warehouse and felt like more of a child than ever before. On her fingernails were puffy white clouds against a bright blue matching sky, and she prayed they wouldn't be the last clouds she'd ever see. "Alright. Take a seat, hands behind your back, and nobody needs to get hurt." It was such a cliche villain line that she rolled her eyes.

"Let him go." She demanded, and it was Ross's turn to roll his eyes.

"So he can come back with the Avengers? I don't think so. Sit, or I have my men blow his brains out." The image made her flinch and she dropped into the chair he gestured to, hands behind her back, and he approached with cuffs. She didn't fight when he locked them around her wrists, then coming around to look at her. They weren't vibranium, but they were strong...they would be hard to break out of, but she knew she could do it.

"So, little intern Penny, huh?" He glanced back at Mr. Stark who was staring at him as if he could control his repulsors with his mind. "Penelope Parker, am I right?" He asked her. She stared at the floor, barely reacting in time to pull back when he slammed his fist into the side of her face. "I said, am I right?"

"Keep your fucking hands off of her!" Mr. Stark screamed, ignoring the man with a gun to his head but she just shook her head, trying to clear it, and spoke up before her mentor could get himself hurt.

"Yes. That's my name!"

Ross nodded, his lips turning up just a bit at the corners. "And how old are you really, Penelope?" It was odd to hear that name coming out of his mouth, but she went with it. She couldn't let him hurt Mr. Stark. The others would hopefully come soon. Captain America was on his way.

"Fifteen." He already had her identity. There was nothing she could do about that. She just had to answer his questions until the others showed up. Ross shook his head, turning back to her mentor.

"Stark, you recruited a fifteen-year-old girl for your little cause? That's…"

"He didn't recruit me!" She interrupted, anxious to get his focus back on her. "I was already…". The first came again, harder this time, and she could just hear Mr. Stark screaming expletives over the ringing in her ear that only lasted for a few seconds. Grabbing her jaw in his hand, he squeezed hard, jerking her head up so she had to look at him. When he spoke, his voice was quiet and almost gentle.

"Maybe I didn't explain how this works. I ask questions, you answer them. Otherwise, you keep that mouth shut. Am I understood?" She nodded, and he seemed to appreciate her silence. "Now, if I'm not mistaken, you didn't sign the Accords."

"The Accords were abolished! You're rewriting..."

She didn't see where he grabbed the pipe from...it all happened too fast. But suddenly it was swinging toward her stomach and she couldn't hold back the scream of pain and Mr. Stark was screaming and Ross was talking again. "Gag him, would you? Damn it, Stark. I thought you'd only have the best and brightest working for you, but this girl sure takes a while to learn." Ross practically chuckled.

Penny gasped for air, thumb pressing the panic button on her wrist over and over, hoping Captain America took this as a sign to hurry up. One of the men with guns was shoving something in Mr. Stark's mouth but he was still straining against the handcuffs. "Now. Answer my question, Miss Parker."

"No. I didn't sign them." She gasped out, staring at the floor. She couldn't bear to see the worry in Mr. Stark's eyes...couldn't bear to see him gagged and trying to scream for her. Also, she couldn't sit up, not for another minute, hands shaking behind her back.

"How is it you can do the things you do, Miss Parker?" He asked, changing the topic suddenly as he paced in front of her. "I've seen the videos on Youtube. Even before Stark here gave you that onesie, you were stopping cars with your bare hands. Were you born with these powers?" She shook her head. He lifted the pipe and she flinched.

"No. I wasn't born with them."

"Then how did you get them?" She didn't want to tell him that. Ross sighed, then the pipe smashed into her leg right below her knee and she screamed, the sound forced from her throat as she felt the terrible stabbing pain going up her leg. The noise echoed through the empty warehouse, but she knew they were too far away from the closest building for anyone to hear. She thought Mr. Stark might be yelling into his gag, but her entire being was focused on the pain in her knee for what felt like hours. Finally, though, she was able to cut off the screams with whimpers instead, gasping for air and shaking with the pain.

Penny opened her eyes, looking around the almost empty warehouse. Ross stood at ease, and the four soldiers stared at her in silence. Once more, her eyes shot over to the bloodstain in the corner and she wondered whose blood that was...and if hers was going to join it soon. Then she finally found Mr. Stark's eyes and once more, she knew that she was doing the right thing. He was so afraid...but he wasn't hurt apart from the cut. He was sitting up, straining against the handcuffs, and he wasn't bleeding. It was working. Just this once, she was protecting him. "How did you get your powers, Miss Parker?" Ross asked again, voice raised over her gasping breaths.

"Spider." She bit out, glaring at him. He met her eyes, pipe dangling from his hand casually. He hadn't broken anything, at least, but she knew she was going to have a pretty impressive bruise. Already the skin was turning colors and the bone ached. "I was bitten by a spider."

"What kind of spider?"

"I don't know." He lifted the pipe again. "I don't, I swear!" She screamed, flinching back from the pipe. "Please, I really don't know!" He seemed to consider her, swinging the pipe back and forth before nodding.

"Where was the spider?"

"Oscorp." He nodded, lips curling into a grin.

"Now we're getting somewhere." He tapped the pipe against his leg. "Has Tony run any experiments on you?"

"What? No." She frowned, finger still tapping that panic button. They were probably getting sick of it, but at least they would know she was serious...whoever 'they' meant. Captain America, probably. Maybe Black Widow? Falcon? Rhodey?

"Pity. Guess I'll have to do it myself." That wasn't a question, so she kept her mouth shut despite the shudder going up her spine, glancing back over at Mr. Stark who was watching Ross with a hatred she'd never seen from her mentor before. "How long do you typically take to heal from minor injuries?" She blinked a few times, shaking her head. Keep him distracted. Keep them in this location so Captain America could find them.

"I...it depends? A day...a couple of hours." He nodded, still staring down at her like a scientist would stare at a bug. She realized then that he wanted to tear her apart to figure out how she worked, and her blood ran cold. He would kill her...it wouldn't bother him in the least. She remembered his conversation with Mr. Stark from before...how he'd talked about mutants. He didn't even see her as a human!

"We'll just have to test that." He smiled at her, a hungry, terrifying smile, but didn't elaborate. "So you're a vigilante. You must know that vigilantes are criminals, right, Miss Parker."

"I'm not…". The pipe swung again, slamming into her stomach, and this time she took longer to catch her breath after screaming, gasping for it and feeling the tears drip down her face. Mr. Stark was screaming behind the gag, thrashing against his restraints, and she remembered that he wasn't like her...didn't have superpowers or super strength or anything. He was just a man... a genius who had built his own super suit in a cave in a desert while being held captive by terrorists, but still, just a man. He'd protected her so many times...now she had to protect him. Keep Ross's focus on her. Let the man do whatever he wanted to her...she had to be strong for Mr. Stark.

Get it together, she ordered herself. Keep stalling...give the rest of the Avengers time to get here. "Sorry…". The word was bitter on her tongue but she forced it out anyway. "I do. I know….that vigilantes are criminals. I know." It hurt to talk...hurt to breathe, but he hadn't broken any ribs yet.

"Good girl." He praised as if she were a dog, ignoring the sobbing she was still trying to get under control. "And you know what happens to criminals?" She nodded. If he took her, they'd be further away from Mr. Stark. All the better. The Avengers would save him. He'd be okay. Then they'd find her. But Mr. Stark was shaking his head frantically. "What happens to criminals, Miss Parker?" Ross asked again, a warning in his tone.

"They go to jail." She whispered, remembering rumors of the raft and feeling her throat close up. She knew it was the right thing to do. She knew it would keep her mentor safe. But she was so afraid.

"And did you know that I have my own special jail for freaks like you?" The name smarted but she nodded again. She didn't want to think too hard about that place. "It's called the Raft. Stark visited once...I had a couple of his friends locked up there. I'm sure we can find a cell for you. What do you think? Think that sounds fair?" She nodded, completely ignoring how Mr. Stark was still fighting. She'd agree with anything he said as long as Mr. Stark was okay. "So here's what's going to happen, Miss Parker. You and I are going to go for a ride. We'll leave Tony here, and my men and I will escort you to the Raft where freaks like you belong. If you go nicely, we won't hurt him. How does that sound?"

She nodded immediately. "Yes. I won't fight...just...leave him alone." Both of them ignored Mr. Stark who shook his head, eyes huge and frantic. She couldn't let him get himself hurt. Not for her. Those men had guns and she didn't think she could survive watching yet another person she loved die. Not again. She had to protect him. She loved him and she was like her father and she had to protect him.

Ross smirked, turning back to Mr. Stark. "You hear that? Sounds like your little intern here is going to help you dodge a bullet. Isn't that sweet?" He nodded toward the man that had gagged Mr. Stark and the soldier loosened the back of the cloth around his mouth. Mr. Stark spit out the gag, glaring at Ross.

"I will kill you if you hurt her, do you understand me? I will fucking kill you!"

Ross only chuckled, shaking his head. "Penny Parker, I hereby place you under arrest." He was grinning at Mr. Stark as he spoke, dropping the pipe and reaching out a hand for her. "You have the right to remain silent and all that shit. I'm sure you've seen the cop shows."

"The Accords were dissolved!" Mr. Stark screamed, and she was horrified to see a tear drip down the side of his face as Ross yanked her to her feet, his hand tight around her upper arm. Her stomach ached and her leg was killing her, but those things would heal. Forcing herself to remain upright, she let him pull her along. "Don't you dare! Don't you fucking dare take her! She's fifteen!"

"Miss Parker, come with me."

"Please!" Everyone in the room seemed to freeze, and Ross turned on his heels as if in slow motion. "Please, Ross. Please. She's a child. Don't do this."

"She's a mutant, Stark. They're not even real people." Ross looked almost pityingly at her mentor, lips curled in disgust. "Besides, we made a deal, right Miss Parker?" She nodded, not about to let Mr. Stark mess this up. "Let's go." She hesitated, glancing back at Mr. Stark who sat with his wrists bound behind his back, surrounded by soldiers, eyes furious and terrified all at once, and Ross turned back to her. "Miss Parker, don't forget, I am more than happy to blow his brains out and then take you with me."

"Wait! Just...please." She forced the word out, praying it would work. "Just...let me say goodbye. Please." She whispered. "Please, Mr. Ross. Let me tell him goodbye."

He studied her for a long time, like he wasn't sure, then nodded. "Keep your guns on both of them." He told his soldiers simply, gesturing for her to go over. Limping a little, partially because her leg hurt, but mostly because she wanted him to underestimate her as much as possible, she approached Mr. Stark and didn't even hesitate before leaning in, resting her face against his neck. Hands behind his back as well, all he could do was lean his head closer. He was breathing too hard, almost crying or panicking one, and she worried about his heart for a second. Didn't he have heart troubles?

But the Avengers were coming. They were going to get them out. She didn't dare let herself think of an alternative ending to this story. Placing her mouth against his ear, she spoke as quietly as she could. "The others are coming. I talked to Steve. They're coming. I've been hitting the panic button." When she pulled away, she forced a smile, meeting his almost hopeful eyes. "I'm sorry. It's going to be okay." She told him a little louder, taking a step back. "It's okay."

She let Ross grab her arm again, about to follow him out of the room, when the door was kicked in and Captain America, shield and all, leaped into the room. Everything seemed to freeze as he posed in the doorway, chin up, shield leading the way. Behind him, she could see War Machine and the Black Widow, but the door was blocking everything else. The man stared at her, eyes raking up and down as if looking for injuries, but then Ross was reaching for a gun and her spider senses exploded.

She ripped the cuffs apart, flinching at the pain as it cut into her wrists and the ache in her shoulders. But it didn't matter. The Avengers were storming the room...well, Captain America and a few others that she didn't have time to take inventory of, and she barely gave Ross a chance to pull it out before she was grabbing his wrist, squeezing until she heard a snap and he screamed, dropping the gun, and she pulled back a fist, punching him in the side of the head hard enough to knock him out. It was chaos all around her, people yelling and more soldiers coming in, and she sought out Mr. Stark, finding him still tied up in the chair in the midst of soldiers and Avengers. One of then was pointing a gun at him...her heart climbed into her throat and then she was moving. She wasn't sure why no one else was taking him out, but all she could do was run, throwing her arms around Mr. Stark, one hand cushioning the back of his head as she threw the both of them to the floor, chair and all.

Mr. Stark grunted under her when they hit the floor despite her arms around him to keep from hurting him, and then the gun went off...or maybe it had already gone off. There was a gunshot, but she'd gotten him out of the way in time! They were safe on the floor and the soldiers were being taken out by the Avengers but...they were safe. She'd protected him!

People were fighting behind her. Guns went off and people were yelling...she put a hand on the floor, about to push herself up to help out, when she glanced down, feeling the blood drain from her face. "No...no no no." She whispered, staring down at the blood covering his shirt. He looked down at himself too, shaking his head. "Mr. Stark? Where...where are you hit?" It was almost impossible to push herself up all of a sudden, but she had to get him help!

"I"m not hit. Pen...Penny...I'm not hit." He whispered, struggling against the handcuffs, and she reached out, grabbing the chain that held his hands together and squeezed as hard as she could. The chain crumbled in her hand and he struggled to pull his arms out from behind him, looking around as his teammates forced the soldiers back. "Penny? Talk to me, Pen." She shook her head, looking down again and tried to sit up and failed, a whimper escaping her mouth as he arms gave out, his arms wrapping around her automatically. What was wrong? Hadn't she gotten to himin time? "Oh god...no...no no...Penny? Penny!" She opened her mouth and closed it, eyes dimming as she slumped against him, looking down at the growing red stain on her side and stomach.

"I...you aren't...you...okay?" She asked, and he ran a hand through her hair.

"I'm okay. Hang on. Hang on, Penny." He whispered, nose against her head, stroking her back. Then it clicked. They'd shot her. They'd shot her and not him! Exhaling in relief, which was getting more and more difficult, she tried to hug him. He let her, squeezing her back. "It's okay, honey. It's okay."

"You're okay." She sobbed, clutching his shirt in her fist.

"I'm okay. And you're going to be okay too." She didn't care. He was okay. He was okay! "Just a minute...they're going to get those assholes and then we're going to get you some help." He was crying...opening her eyes, suddenly realizing that she'd closed them, she felt a tear drop onto her face.

"Tony." She whispered, and he froze, eyes seeking hers. Fully aware, that she may never get another chance to tell him this and feeling both afraid and relieved that it was her for once, she spoke. "I love you. You're...you're like my dad and I love you. I'm glad you're okay." If possible, even more blood drained from his face and he shook his head frantically.

"Hey, hey...don't talk like that. You're going to be fine, Penny." His hand pressed against her side and she gasped, but the pressure didn't hurt too bad. She couldn't feel all that much.

"I couldn't let him hurt you."

"No one hurt me. I'm okay. Penny! Stay awake!" She opened her eyes again, blinking and feeling tears fall down her own face. She didn't want to die, but more than anything she was just so relieved that he wasn't going to...that she wouldn't have to watch him die.

She opened her mouth to speak but then someone else grabbed her arm. She couldn't even fight back, trusting that Mr. Stark wouldn't allow it to happen if it wasn't one of his team. Were they still his team? She hadn't gotten many updates about that but he had been working with Captain America..right? The person was rolling her over onto her back, and she could feel Mr. Stark staying close to her side.

"Steve, the girl was hit!" A woman shouted, and her eyes drifted shut before someone shook her. "What's her name?"

"Penny." Tony choked out.

"Penny? Hey, open your eyes!" Someone tapped her face, and something else was pressed to her side, then two fingers touched her throat. "Sam? We need first aid now! Her pulse is dropping…"

Penny opened her eyes then, meeting the dark eyes of a man with short hair who knelt above her, and hands were pulling her tank top up. She squeaked, trying to bat the hands away, and the woman, the Black Widow, met her eyes. She was getting to meet the Black Widow. It would have been cool if she hadn't been bleeding to death on the floor of an abandoned warehouse. "Hey, Penny, right?" She nodded, finding the movement surprisingly difficult. "Listen, the bullet is lodged into your side. It hit one of your ribs and your lung might be hit...does it hurt to breathe?"

"It's just...hard," Penny told her.

"Okay. We're going to get the wound covered and then we're going to get you to the jet. We can fix you up back at the tower. This is Sam. He's going to help you."

"Falcon." Penny breathed out, coughing a little. The man grinned, patting her on the shoulder.

"Hey, kid. It's going to be alright." Darkness was crowding in on her vision, making the corners go black, and it was getting harder to keep her eyes open.

"Penny!" She jerked awake when the Black Widow barked her name. "Listen, you've got to stay awake." Her tank top was pulled up just a little, and something pressed hard against her side. Behind her, she felt her mentor moving, and she realized that Captain America was helping him up. "She's losing blood...Sam?"

"I'm trying." He bit out, and then her tank top was pulled back down. "Let's get her to the jet." Falcon leaned down and eased his arms under her back and knees, scooping her up, and suddenly it was like the lights went out, and she was out.

The next thing she knew, Mr. Stark was sitting beside her, holding her hands as she lay on a bed that was too hard to be a hospital bed. The other guy, Falcon, was on her other side, and the Black Widow was by her head. "Mr. Stark…" Her voice was raspy and she could barely make her mouth move. Mr. Stark squeezed her hand, leaning in so she wouldn't have to move her head.

"It's okay. You did good, Penny. You did really good. You saved my life, kid, you know?" She smiled, eyes rolling to her other side where the Falcon was holding something to her side, muttering under his breath. "Hey, look at me, Pen."

"Mr. Stark…"

"Hey, you called me Tony before." He told her, mock-hurt. "How about we stick with that? I think you've earned the right to use my name."

"How is she?" Captain America called back from where she assumed he was flying the plane. Or...piloting the plane? She wasn't sure which word was correct.

"Does this thing go any faster?" How far could they be from the Tower, she wondered. Surely the jet could go fast...weren't they in New York? She was so cold...her brain refused to work past that. She was cold.

"We're only a few minutes away!" The Falcon's face said it all...she might not have that time to spare. She opened her mouth, gasping for a breath that felt too hard, but then the Black Widow touched her face, the woman's face softer than Penny would have expected.

"Penny? Just hang on, okay? We're almost there. We've got a med team waiting. Tony, keep her awake." The woman stood, nodding to Penny before heading over to the front of the plane.

"Kid? Stay with me. I can see the tower. We're close." Mr. Stark told her, a hand against her cheek.

"I couldn't let him kill you." She choked out, a tear dripping from her eye. "Not again…"

"He didn't...I'm okay, Penny. I'm fine. And you're going to be fine." She tried to squeeze the hand in hers. "Just stay awake."

"I'm cold." She whimpered, and then someone was laying a jacket over her. She glanced over, managing to turn her head just enough to see a somewhat familiar man standing over her. Her brain refused to place him at first, but she was grateful for the added warmth.

"Hey, kiddo. Take it easy. We'll be landing in just a few minutes." The man assured her, and she realized that something was in his ears. Hearing aids...Hawkeye. That was Hawkeye. Hawkeye and Falcon...she wondered if they were bird friends...but that didn't make any sense. Her thoughts came and went, circling around one another as Mr. Stark rubbed her hand between two of his, and then Hawkeye was gone and it was just Mr. Stark urging her to hang on, but she didn't think she could hold on anymore. It didn't hurt too much...mostly she was just tired. But she had to tell Mr. Stark. He had to know.

"I didn't get to...to say...goodbye...Uncle Ben...he was gone too fast." She was choking on her words and crying and he was shaking his head but she had to get her words out. He had to know. "Thank you...so much. For everything…"

"Penny…"

"I wouldn't be...anything...without you." He gripped her shoulder, the hand holding her hand squeezing hard.

"No. That's not true. You were Spidergirl before I ever showed up." He told her fiercely. "You were a hero before I came along. I just gave you a better suit."

"I love you."

"Penny." He whispered her name, leaning in close and closing his eyes, but she was running out of light and air and energy and she could barely feel his hand squeezing hers anymore.

"Tony." She cut him off, barely even feeling bad about it. "You're the best dad I could have asked for." And, having told him everything she needed to, she let go just as the jet was sat down and the engine shut off.

**Notes for the Chapter:**

> Thank you so much to everyone who has read and who has been commenting! I appreciate you all so much. There will be 1 more chapter :)


	7. Family

**Notes for the Chapter:**

> First, thank you, thank you, thank you so much for all of the sweet reviews and for your patience! This is a long one and it took a while. Second, I will probably be doing a sequel to this because I LOVE writing Penny Parker. It's so much fun :) Third, I hope there aren't too many errors in this, but if there are any big ones, just let me know and I'll edit. I've been working on this for hours and I'm quite tired :D

**Family**

There was a roaring in Tony's ears as the bed Penny was bleeding out on was suddenly surrounded by other Avengers, the wheels nudged with feet and unlocked before she was wheeled off of the jet. He could hear parts of conversations...just a few words here or there. He thought it was Steve...Steve who was crouching on one side of him, Clint on the other. "His daughter?" He flinched at that. Penny wasn't his daughter. Just that thought sent a stab of guilt through his heart and down his left arm. Or maybe that wasn't guilt...maybe he was finally having that heart attack.

_You're the best dad I could have asked for_. Dad. The best dad. Roaring. Roaring in his ears and head and he knew he should get up. Get out of the chair on the jet and follow the bed being wheeled away. Penny didn't want to be alone, he was sure of that. But his whole body felt like lead, and he couldn't make himself stand no matter how much he wanted to.

"Tony? Tony!" His eyes were closed. His head was in his hands and he was crying...not just crying. He was sobbing. Full-body sobbing, and he had no idea when that had started. Penny. That's all he'd said to her. She'd told him that she loved him. She'd been dying...blood soaking from her side onto the bed underneath and saturating her tank-top. Bleeding out. She was a fifteen-year-old child. Her fingernails had little white clouds painted on them, no doubt courtesy of her friend Michelle.

She'd taken off the suit...she'd come for him and taken off the suit and stood there in a tank top and shorts and neon blue toenails and let Ross cuff her hands behind her back and beat her because she loved him. Because she'd wanted to protect him. Him. Tony Stark. Iron Man. He didn't deserve her protection or her love. But that look on her face when the suit had loosened and she'd pulled the mask off...chin up, lips in a tight line, eyes cold and determined..she'd never reminded him so much of Captain America. But she was a hero. He'd always known that.

"Stark!" Steve was shouting, shaking him a little, and he shuddered, refusing to look up. She'd told him she loved him and that he was the best father he could have asked for and she'd thanked him for everything he'd done for her and all he'd said was her name. Penny. He hadn't comforted her. He hadn't told her that he loved her too...that she was basically his daughter and his family and that he loved her so much. That he was so proud of her, that she was going to be the best superhero out of all of them.

She'd said his name. Penny Parker did not call adults by their first name. Especially not him. It was always 'Mr. Stark' this and 'Mr. Stark' that, and sometimes she'd smile up at him and he would practically be able to see her love for him in her eyes...her trust and admiration and borderline-worship...it was how he'd looked at Jarvis as a little boy and how he'd sometimes looked at his mother, and it always made him want to wrap his arms around her and run far away at the same time, sure he could never measure up to that kind of love. But he wanted to try. And now...what if she died? What if that was the last thing he ever said to her? Not comforting her after being shot protecting him. Not finally telling her how much he loved her and how proud he was of her. Just...sitting there like an idiot, saying her name and hoping she didn't die and he couldn't breathe.

"Tony! Hey!" Someone was shaking him, hands on his shoulders, and he glanced up to find that Steve was crouched in front of him, wide-eyed and obviously worried. "Tony! You've got to breathe, okay?"

"Penny…" He choked out, wondering if that was the only word he was capable of saying.

"They took her into surgery. She's going to be okay...we've got world class surgeons here to help. Just...breathe." Steve looked worried, and he tried to remember if he'd ever seen Steve look that worried about him. He didn't think so...which meant he was freaking out. Visibly freaking out. He tried to take a deep breath but couldn't manage it. "Tony?" He tried...really, he was trying, but every time he blinked he saw that little girl that he loved like a daughter taking a pipe to her stomach...he could still hear the way she'd screamed. He didn't think he'd ever forget it.

And then she'd been happy. Relieved that Ross had shot her and not him. And Uncle Ben...she never talked about her uncle. Never. He'd asked her a question about him once...he couldn't even remember what he'd said, but she'd gone almost silent, muttering an answer and barely speaking the rest of the evening. He never said another word about the man. But she'd told him that she'd never gotten to say goodbye to Ben. She wanted to say goodbye to him. And she had. And all he'd done was just...sit there.

"Tony, she's going to be okay." Steve tried again.

"You don't know that." He choked out. She had been bleeding so much...she hadn't been conscious when they'd wheeled her off the jet.

"She is going to be okay," Steve repeated firmly, hands tightening on his shoulders. "You have to pull it together, Tony." Steve was calling him Tony. Penny had called him Tony. He felt like he was breathing through a straw and then Clint grabbed his hand, moving into his field of vision and pushing Steve out of the way.

"Who is she?" Clint asked, squeezing his hand. "The girl. Who is she?"

"She...Penny. Penny Parker. Spidergirl." In some part of his brain, he thought that he shouldn't be telling Clint and Steve this, but they'd need to know! They needed to know that she was like Steve...an enhanced individual. Whatever. "She's...radioactive Spider. She heals fast…"

Clint nodded. "Good. That's good. That means she has a better chance of being okay. So that's Spidergirl? How old is she?"

"Fifteen."

"Is she your...daughter?" Clint asked, hesitant now.

"She's...she's my kid." She wasn't his daughter. He didn't have any right to call her his daughter. She was May's kid...but she was his too. He loved her so much and his chest hurt and now he might lose her.

"Okay. Helen is here...Helen is going to help Penny. Does she have a mom? Someone to call? Any more family? Should we call Pepper?"

"May…" Penny wouldn't want to worry May, but if this was it...May would never forgive him if he didn't call her. "Her aunt. May. Friday?" He spoke a little louder, glad he'd thought to install Friday in the Quinjet. "Call May Parker. Tell her that Happy is coming to pick her up...it's an emergency."

"Yes, boss," Friday answered.

"Okay, good. We've got that taken care of. Now...why don't you come inside?" Tony hated how Clint was talking to him. Like he was a fragile child that needed to be handled gently. But he let Clint pull him to his feet, stumbling along and following Clint and Steve until they reached the Medbay. It was silent...they weren't going to do surgery in the open Medbay. They'd be in one of the private rooms. Helen would help her. Helen would fix everything and then he'd pay her an obnoxious sum of money as a thank you and Penny would be okay...she would be back to swinging around the city and he was going to have her over more often and then maybe, someday, they would talk about the fact that she saw him as her father.

He dropped into a chair, ignoring the fact that the other Avengers were all scattered throughout the Medbay. Rhodey came to sit beside him almost immediately, dropping a hand on his shoulder and replacing Clint. "She's okay, Tony. We got her to Helen in time. Helen is going to help her. May is on her way. She's going to be fine." People kept saying that like they had any idea. "She lost a lot of blood but she's going to pull through."

"She told me she loved me."

"Of course she loves you, Tones." Rhodey murmured, squeezing his shoulder. "Have you called Pepper?" He shook his head. Pepper was in a meeting...or, she had been. What time was it? It had been getting late when Penny had shown up at the warehouse. Was Pepper still in a meeting? "Okay. I'll have Friday call her. Let me get you some water or something...coffee?"

"She's still in surgery?" Tony asked, feeling like he was choking on his words.

"Yeah, Tony. It's only been a few minutes." It felt like hours. Surely it had been longer than just a few minutes. Suddenly Rhodey was gone and he glanced around the room and found the Avengers and the guy that must have been the giant guy from the airport. Scott Lang, a professional thief, had a daughter, etc. He'd looked into the guy after they'd all been sent to the raft...looked at pictures of his family. Of his daughter. Back then, he hadn't associated having a daughter with Penny Parker. But that was before she'd become such a huge part of his life...before she'd said he was the best father she could have asked for while bleeding out...all while he just sat there. Why hadn't he said anything to her? Why had he just sat there like an idiot?

Steve and Sam were sitting in the corner, talking quietly with Natasha, while Wanda sat in another corner with Vision, their heads close together as they whispered. Where had she come from, he wondered. He didn't remember her being there...then again, he couldn't remember much of his recuse. It had all been a blur. I love you. You're...you're like my dad and I love you. He felt like he was going to throw up as he fought to get it all straight. Steve. Sam. Rhodey. Natasha. They'd all been there. Anyone else? He didn't know. Couldn't remember. Couldn't think past her words. I love you. You're like my dad.

He was going to do better. In some far off part in his mind, he realized this was bargaining. He would be better. Make more time for her. Have her and May over more. Her birthday was coming up. She'd have whatever she wanted. Maybe she could come over more often for her internship in the summer. They'd finish that car and go out for ice cream and do everything he'd always longed for his father to do with him. He'd upgrade her suit and show her the new one...let her try it out. He would go on patrols with her...Iron Man and Spidergirl working together. He'd...he'd...he was crying again.

Rhodey reappeared with a glass of water and a cup of coffee, and Clint emerged from a side door with Scott...where had they gone? Hadn't they been in the room earlier? Rhodey sat down beside him, a hand resting on his back as he ignored the drinks on the coffee table in front of them. For a long time, all was silent. Even if something was happening...even if alarms were going off and they were losing her, they'd never hear it out in the waiting area. It was all soundproof. And he could have asked Friday but he didn't want to know. He wanted to have hope for just a little longer.

He'd listen to Hamilton with her...take her to the show. She had gotten into it a few months ago thanks to that MJ girl and he'd steadfastly refused to listen to it. He'd listen to the whole thing...memorize every damn line. He'd take her and MJ and Pepper and they'd buy out the whole theater, meet the actors...whatever she wanted.

_Thank you so much for everything._ As if he'd done anything when it counted. He'd sat there, tied to a chair after walking into what he should have known was a trap! He should have seen it! Ross hated him...was furious with him. Why hadn't he just thought it through before getting into that car? And then he'd sat there, gagged and tied up and watched Ross torture his kid. His brave, self-sacrificing, sweet kid who looked at him like he could do anything, save anyone, build anything. There was no limit to the person she thought he was. And she appreciated every little thing he did as if being born rich was somehow an accomplishment.

_I wouldn't be anything without you._ It wasn't true. She would have surpassed him easily. She was brilliant, but she was also good. And people like that would always be better than him. He knew that...Penny was the best of all of them. When she grew up, she would be the greatest superhero of all time, with or without him. He had just built her a better suit. Given her access to things that, had the world been fair, she would have had access to anyway.

"Tony. Come on, man." The water was pressed into his hands and he drank automatically, draining the glass, then taking a swig of the coffee.

Taking a deep breath and placing the empty glass of water on the table, he stood and headed over to a door that led to a bathroom, stepping inside and getting a good look at himself in the mirror for the first time. Ross hadn't even done anything to him...it had all been those soldiers. And the only thing he had to show for it was a bruise on his temple and a cut on his cheek. He was pale, his eyes red-rimmed and still dripping.

Splashing water on his face, he wiped the water away with a paper towel, washed his hands, and then stepped back into the waiting room. He had to get it together. Pepper was on her way. So was May. He had to be strong for them. And he needed to tell Steve what had happened. The two of them had been working together more, trying to repair things, and it wasn't always easy, but the world needed them. So he was doing his best, and now he would probably have to be debriefed by Steve.

Everyone in the waiting room looked up as he straightened his sleeves and pulled out his phone, wincing when he saw the missed texts from both May and Pepper. He opened a new message to both of them, knowing he wouldn't have the energy to type this twice. "Penny was shot. Helen has her in surgery now." He didn't know what else to say...he had no idea how she was doing. Had no idea if she was out of danger yet. Instead, he pressed send and turned to find Steve sitting in a chair between Sam and Natasha. "Anything?" He asked, knowing it was highly unlikely that there had been in any change in the three minutes he'd spent in the bathroom.

"No. Helen's still in there with her," Steve told him, kindly not pointing that out.

"Pepper and her aunt are coming." He told him, even though he was pretty sure Steve already knew that.

"Good. Is there anyone else to call?" He shook his head. She didn't have any more family..she hadn't gotten to say goodbye to Ben. She'd sat with him while he'd died but she hadn't gotten to say goodbye. She must have been afraid...but when she'd been the one bleeding out, she'd just been grateful that it had been her and not him. "Okay. She's going o be in surgery for a while, so why don't you tell us what's going on?"

Steve knew who she was now. He would have put two and two together...he'd seen Penny Parker and he saw the suit on the floor. "Did you grab her suit?" Tony asked. He could always make a new one but he'd like to save her old one...the last thing they needed was for someone else to find it.

"Yes. It's still in the jet.." Steve told him.

"She's Spidergirl." Had he already said that? He couldn't remember. He just needed to see her...to hold her hand and tell her he loved her.

"I know. She told me." He frowned at Steve, dropping into a chair across from the Captain and the others. Slowly, all of the Avengers migrated over, sitting down beside him until they were all huddled in a corner.

"When?" He wondered, not sure when she would have had the time.

"Before she went into the warehouse...she called me for backup before she went in. Apparently, she used her panic button and then had her AI call me. I told her to wait...tried to tell her it was a traip. But she already knew...she wasn't going to leave you in there any longer than she had to."

"So why were you with Ross in an abandoned warehouse anyway?" Natasha asked, crossing her arms and sitting back. Tony wasn't fooled. She had been worried about Penny too, despite not knowing the girl.

"I was scheduled for a meeting with Ross...we've had it set up for weeks. I was supposed to meet him at his office." Tony stared down at his hands, wondering once more why he'd been so stupid...why hadn't he suspected Ross of playing dirty after so many months of being put off? "He was waiting for me in his office...with six soldiers and another guy...I never learned his name. Ross had them take my watch and we took one of his cars to the warehouse. The other guy...the one that wasn't a soldier, he was a hacker or something...graduated from MIT. He'd hacked into FRIDAY and got the contacts from my phone. He couldn't get anything else...thank god I updated my security. The soldiers shot him as soon as they tied me up." Tony tried not to think about that...tried not to think about the guy, probably only about 25, begging for his life before the soldiers had gunned him down in the corner.

"He's suspected that Penny is Spidergirl for a while now. She was at the Compound when he came over for a surprise meeting a few weeks ago. She was supposed to stay in her room." He sighed, not ready to tell them about that. He'd let her down then too. Let her think he was so angry with her that she hadn't called him for help when she'd been trapped in a burning building. Pushing that thought away, he went on. "She pretended to be my intern...he wasn't exactly fooled." He remembered her trying to pull away...how she'd sounded when she'd called Ross 'sir' and remembered looking up to find his hand clamped around her wrist. Remembered wanting to break his arm for making her look like that. "Ever since then, he's suspected her. So he texted her on my phone and she came." He didn't want to tell them the rest. Didn't want to relieve any of it.

"He didn't want anything from you?" Steve asked.

"No. Just her. He was asking how she got her powers." He waved a hand, knowing they could guess the rest. Hoping they could guess the rest. "She told him everything." She'd put herself and her aunt in danger so Ross wouldn't hurt him. She'd done all of it to protect him. She would have gone with Ross...let him take her to the Raft if it meant he was safe. She would have gone to prison for him. And he wondered if the image of her staring defiantly at Ross right before he punched her in the face would ever leave him.

"We have Ross in custody," Steve told him. "He's being charged with assault, kidnapping, attempted murder...anything we can get to stick. We're going to make sure he never gets out." Tony nodded, wishing they could just put an end to Ross once and for all. But he couldn't exactly suggest they kill the man, so he'd worry about that later. At the moment, all he wanted to do was see Penny. "With the Accords gone, he'd lost most of his power anyway. The soldiers working with him are all in custody as well. They claim they were just following orders." He said this with a grimace of distaste.

"I'll have Friday run diagnostics. They were able to get into my contacts. They shouldn't have been able to make it even that far."

"I'll need to speak to Penny…". Tony's head shot up at that. "I just need to get her account of what happened."

"You just got my account…"

"I won't bother her until she feels better, I swear." Steve held up a hand, obviously fully aware that he was in dangerous territory. "Hey, I'll even sign some more stuff for her friend's Ebay business." Everyone else looked confused, but Tony managed a half smile. He was almost certain that Penny had been kidding...then again, he could never tell when it came to her 'guy in the chair.'

"You can talk to her when she's back on her feet...if she wants to talk to you about it." He spoke sternly, knowing that he wasn't going to budge on that. He wasn't going to let Steve ambush the girl. She had turned down his offer to be an Avenger, which had actually been a really mature decision on her part, and one he was grateful that she'd made. He couldn't imagine how much more he'd worry about her if Spidergirl went public as an Avenger...if she had to answer to the UN and dodge the press and get interrogated by Cap or Natasha. No, he was happy to have the girl exactly where she was...sticking close to the ground. Then again...she'd still gotten hurt.

The others left him alone for a while, all of them waiting At one pint, Scott came over and handed him another coffee, rubbing his neck nervously before finally speaking. "Uh...I've got a daughter too." He told Tony. "If something happened to her...I mean...I get it."

He didn't get it. Neither did Clint, even though Clint, too, had a little girl. Penny was not his daughter. She was...his kid. His...intern. His...Spidergirl. Penny. His Penny. He loved her so much. And she was the closest thing he had to a daughter. But she was May's. And they were going to find that out and realize he wasn't really a father. No matter how much he wanted to be her father…

"Boss, May Parker has arrived." Tony tensed, wondering where Pepper was...surely she was out of her meeting by now!

"Bring her here, Fri," Tony ordered, knowing he should go and walk her to the Medbay...knew that she was probably terrified and she deserved to have him walk her up himself, but he couldn't make himself get up. Not when Penny was in surgery...not when Penny still might be in danger. He was dying to go in there...demand an update. But he knew better. Helen would kill him herself.

Before he could even contemplate getting up and maybe trying to meet her halfway, his phone vibrated and he pulled it out to find Pepper's name on the screen. He answered, phone against his ear, and winced when Pepper all but screamed. "Tony? Tony where's Penny? What's going? Are you okay?"

"Ross shot her." He told her, his voice breaking a little as he wiped his eyes and tried to keep it together for long enough to explain over the phone. "She was there because of me…"

"Tony, I'm sure she…"

"Ross used me as bait to get her." He told her, tone harsher than he'd intended. "And she knew...damn it." He cut himself off, bringing a fist down onto his knee. "She knew. The whole time. She knew he was setting a trap for her and she came anyway and let him hurt her because she…" He took a deep breath, trying to gather his strength for the words. "Because she loves me. Because she thinks I'm...I'm like her father."

"Tony, it's going to be okay." Pepper murmured, voice soft and soothing. "Honey, it's...she's going to be okay." He remembered finding her in that fire...listening back to her conversation with Karen when she'd begged the AI not to call him because she thought he was mad at her. Remembered Pepper's face when she'd seen the girl in a hospital bed, skin healing itself so quickly from the burns that it was almost like magic. Remembered consoling her...telling her how tough and strong Penny was. He didn't feel any of that now. He couldn't even see the girl. They had her in another room where he couldn't get to her and with all his PhDs he couldn't save her. "She's so strong, Tony. She's enhanced like Steve, and he survived for years in ice! Remember! She's going to be okay."

He wanted to tell her that Penny's mutation was different...that they hadn't even really studied it because he didn't want her to feel like a lab experiment but also because he'd never hurt her and to study her healing...it didn't matter. He had Karen keeping track of her vitals at all times when she was in the suit and all of that date got sent back to him...he swore he would spend more time analyzing it. Looking it over. Figuring out better drugs for her and bulletproofing the suit and maybe the rest of her clothes too...although she might accuse him of going too far if he did that.

He told Pepper he would see her soon and looked up to find May Parker standing in the doorway, hand bracing her against the doorframe. He stood, ignoring the gaze of the other Avengers, but felt his heart plummet when she spoke. "He set a trap for her?" Her voice was too small...too afraid. He wanted to tell her that everything was okay now, that they were both safe, but he had to nod his head. Because she'd heard him. Obviously, she'd heard him. And he couldn't bring himself to try and lie.

"For Spidergirl, yes."

"Why?" She all but whimpered.

"Because he hates people like her. Enhanced individuals, mutants...whatever you want to call them. People with DNA mutations and powers. He had a kind of...personal vendetta." Tony couldn't believe how steady his voice was. "So he used me as bait...got me in an abandoned warehouse and...I should have known. I should have suspected or fought back or something but...I didn't. And he had a guy that had hacked my contacts so he had Penny's number. He texted her from my phone. Told her to meet him."

"But she knew?" May asked.

"That's right, Mrs. Parker," Steve spoke up, stepping in and standing beside Tony, arms crossed. "Penny called me after she set off her panic button and told me that she needed backup. I asked her to wait but she wouldn't leave Tony in there."

"It's my fault, May. I…" He broke off when she strode up to him, hands in fists at her sides, lip trembling, and he braced himself for her fist on his jaw or at least a slap in the face. He'd put her child in danger. It was his fault that Penny had been shot. She'd been protecting him, and he deserved whatever she did to him.

He flinched just as she threw her arms around him, face crumpling as she dropped her head on his shoulder. He hesitated for a second just before wrapping his arms around her, ignoring the looks from the Avengers who were watching with either confusion or shock. Pulling her close, he let her rock them back and forth. "She's going to be okay." He murmured, even though he wasn't sure he could promise that.

"It wasn't your fault, Tony," May told him quietly, a hand on his back. "She loves you so much...she'd never let anyone hurt you if she could stop it...it's just the way she is."

And he knew that. Had known that since he'd first spoken to her. But what had he done to deserve the love of Penny Parker? Be a subpar mentor? Be the worst at telling her that he loved her like a daughter and thought of her as his family? He didn't deserve that girl, that was for sure...but she loved him anyway, and who the hell was he to tell her who to love. He'd be better….he wouldn't let her down again. He'd fight harder to deserve the love the Spiderling so freely gave.

Pepper arrived less than an hour later, taking a spot at his side and resting her head on his shoulder. He wrapped an arm around her, the two of them and May waiting desperately for news of their child while the Avengers milled around, sometimes breaking into groups and murmuring to one another. Wanda, in particular, looked exhausted and on the verge of falling asleep on Vision's shoulder.

After her third time nodding off, Vision said something to her and she nodding, standing and meeting Tony's eyes for a moment, hesitating. He kept his expression neutral, not up for a fight at the moment. To his surprise, though, she moved over to stand in front of him, not so close that she could be seen as aggressive but not so far as to be unfriendly.

"I am going to get food for everyone. Do any of you have a preference?"

Both May and Pepper shook their heads, but Tony sensed something else under the question. The girl was only a few years older than Penny, and she had done something pretty crappy. It had been a betrayal, and he didn't know how long it would take to really forgive her. But she was standing there, hands fidgeting at her sides, barely more than a child asking for something...forgiveness? Another chance? And he remembered how they'd locked her up in a cell with a straight jacket. That was at least partially on him.

"I'd kill for a cheeseburger." He told her, even though he didn't think he could stomach anything at the moment. Reaching into his pocket, he pulled out his wallet and held out his card. "Or pizza. Lots of pizza."

She smiled, meeting his eyes and taking the card. "Greasy American food it is."

"Pizza is Italian." He corrected.

"Not the way you eat it." She shot back over her shoulder, and he chuckled just a little as she and Vision left, hand in hand. He squeezed Pepper a little tighter, glancing over in surprise when May dropped her head on his other shoulder, eyes drooping.

Before he could suggest she lay down, not that he minded her using him as a pillow, Helen stepped out of one of the doors lining the side wall dressed in a meticulously clean white coat. She'd changed...there must have been too much blood on the other one.

He shot to his feet, as did Pepper and May, and the others gathered a little closer. But when it came time to ask, Tony felt his throat close up, mouth too dry to speak.

Helen didn't wait for them to ask though. Instead, she gave a reassuring smile. "She's going to be okay." She told them first thing. "That's the important thing. She's going to be okay."

May practically dropped into her chair, hands covering her face, and Pepper moved over to sit beside her, a calming hand on her shoulder. But Tony just waited, rooted to his spot. It was Steve who spoke up then, moving a little closer. "How bad?"

"It was...touch and go for a while. We…". She glanced at May and Pepper, lowering her voice as if that would help. "We lost her on the table once. But we got her back. She...she was without a pulse for three minutes." Tony felt his blood turn to ice in his veins, goose bumps raising all along his arms and he shuddered. "But we got her back. She's breathing on her own...we have her on oxygen as a precaution. She lost a lot of blood but the transfusion was successful. The bleeding stopped finally...she'll be sore for a while. She'll need to be on bedrest until I can clear her for her other...activities." Helen gave Tony a weak smile. "She's going to be okay, though." She promised softly.

"When can we see her?" May wanted to know, voice weak as she held onto Pepper's arm, the two of them leaning into one another. Tony was tempted to sit down beside them, lean on them...but he wanted to know the same thing. When could he see her? When could he make sure for himself that Penny was really okay? That he hadn't gotten her killed.

"Let me run some tests first. Then I'll get her settled into a room. We had to work with the sedation...she required a higher dose, but we can start to take her off of it soon. Her healing is very accelerated. I'd like to study that…" She gave Tony a questioning look and he nodded. There was no one he trusted more...plus he could use some help creating some medicine that worked with her mutation. The stuff they'd used on Steve was okay, but he was sure they could come up with something better if they worked together. "But I'll wait to get her permission before I draw any blood...and we'll need to let her rest for a few days before that happens." None of them had any questions, so Helen turned to leave and Tony was left once more with May and Pepper, along with the Avengers minus Wanda.

It took about forty minutes for Wanda to return with a stack of five pizzas in hand, and Vision joined her as they headed back out to the hall, returning with five more boxes each. Steve disappeared and returned with paper plates and napkins, and the Avengers all started to help themselves to slices, each silently piling pieces of greasy pizza onto the plates and taking them to their seats.

Tony waited until the others had eaten before grabbing two plates, placing slices of pizza on them, and taking them to the two women. "Eat." He urged May. "It's been a long night. As much as he wanted to go to his lab, lock all the doors, blast ACDC, and lose himself in the first project that came to mind, he couldn't bring himself to do it...to leave the girl who'd nearly died for him, even if he couldn't see her yet. Instead, he grabbed his own slice of pizza, trying to model good behavior for May who was mechanically chewing her food, and for a while, there was silence, occasionally broken by one of them getting up to get seconds and thirds and, in Steve's case, fourths and fifths.

Wanda approached with his card, holding it out, and he took it, nodding his thanks. "Your rooms are ready for you if you want to get some sleep." He announced, smiling at Rhodey who came to sit beside him, a hand on his shoulder. Wanda blinked at him, glancing back at the others who seemed equally surprised.

"You sold the tower." Wanda reminded him quietly, as though he would have forgotten. He nodded, not sure what that had to do with anything.

"Yep. Then I bought it back."

"And set up our rooms?" Ah. There it was.

He'd been talking to Steve...mostly Steve. Things were still raw, but slowly getting better. It helped that Steve had helped him save Penny from that fire, and then from May's insane ex-boyfriend who would never get out of prison if he had anything to do with it. Natasha had come to the tower a few times too, but Steve had been staying in Brooklyn and he hadn't known about the others. There had been some discussion of getting the team back together, so when he'd moved back to his tower, he'd had one floor dedicated to their rooms along with a huge shared living space and a kitchen. Even Thor and Bruce had gotten rooms, even if he hadn't heard from them in years...even if he feared that Bruce may never come back. Still, they all got rooms. It had been cathartic in a way, designing state of the art customized rooms for the people he was trying to forgive. But he hadn't told them about it. Not yet.

"Yeah. They're all on the same floor as before. Just did some redecorating. It was mostly Pepper." He waved a hand, even if that wasn't strictly true. Pepper didn't refute him though, and for a moment, there was silence, then he went on, anxious to fill it for some reason. "She won't be up for introductions tonight, so it'll be awhile before you can meet her." Penny had her own room, of course...the one he'd let her use after those reporters had cornered her...the day he'd come out to find her about to drop, head in her hands as she'd tried to block it all out. She was the only one that got a room on his floor.

"Alright. I'm going to head up...let me know if anything changes." Clint was the first to stand, giving Tony a look he couldn't quite decipher. Natasha joined him, giving Tony a brief smile, and the two spies left the room, followed by Sam who hesitated at the door.

"I, uh...I hope you kid's alright." He looked between Tony and May and Pepper, not seeming sure exactly whose kid Penny was, but expressing the sentiment anyway. "And, uh...thanks." Tony nodded, sure they'd all have a disgusting heart to heart later. He'd worry about that when the time came.

Wanda went back to sit beside Vision, staring off into nowhere as she seemed to work something out. He decided to leave her to it, focusing instead on his food until he was done eating, then taking the plates from Pepper and May, he threw them into the trash, rejoining the two women and checking the clock. It was nearly four a.m. When had it gotten so late? Or...early. Yawning, he looked over at May who seemed nearly asleep. "May, why don't you let Pep show you to the guest room down the hall? Penny shouldn't wake up for a few hours."

"I want to see her." May insisted, despite the fact that her eyes are closing.

"And you will."

"It's been almost three hours."

"I know." Tony soothed, not wanting to admit that he was getting worried too. "And it may be a little longer still. Sleep for a couple of hours and we'll wake you when Peny starts to wake up." The woman wanted to argue some more, Tony could tell, but Pepper stood up, holding out a hand.

"Come on. I'll show you where the guest room is. It's only a few doors down." May yawned again, then gave in after another promise from Tony that they would wake her as soon as Penny was waking up. Pepper paused as she passed him, reaching up to kiss him and take his hand. "You should get some sleep too. I'm going to bed...I canceled my meetings for tomorrow, and I cleared your schedule for tomorrow too."

"Thank you." He murmured, squeezing her hand, then watching the two women leave the room, leaving only him, Steve, Vision, Rhodey, and Wanda.

"I think I'll try to get a few hours in too." Rhodey looked at Tony as if for permission and Tony nodded. "Friday, wake me when the kid wakes up, would you?"

"Of course, Colonel." She answered, and Rhodey patted him on the shoulder as he passed.

"And call for me if you need anything." He was giving Steve a sideways glance as he spoke and Tony nodded, not that he foresaw any problems cropping up in the Medbay waiting room.

Vision was the next to leave, leaving Tony with Steve, who was curled up in a chair in the corner, eyes closed, head against the wall, and Wanda, who leaned forward in her chair, elbows on her knees, eyes on the floor. He wanted to tell her to just go to bed...she'd never even met Penny, but before he could open his mouth the girl had popped up, moving over to the pizza boxes and tidying, stacking boxes and throwing away paper plates left by a couple of their teammates. He grabbed the almost empty and now-cold coffee that Rhodey had brought him, draining the rest of the cup and hoping that Helen would come back out soon.

"I never meant to hurt those people." Tony jerked his head over to where the girl was standing, hands flat against the table as she stared at the pizza boxes she'd stacked into a single neat stack. There were only three left.

"What?" He asked, both of them keeping their voices down so as not to wake Steve.

"In Lagos. That building...all those people...I never meant for that to happen." Tony frowned, putting the cup down.

"I know that."

"I thought I could control it for just a little longer...get it far enough away…"

"No one thought you were trying to hurt anyone." He told her firmly. "That wasn't your fault."

"It's the reason you tried to imprison me in the Compound." Her voice was soft and biter, and, he realized suddenly, hurt. Had it been a year ago, before he'd met another young woman and started paying more attention to things like that, he might not have noticed. He might have heard her words and snapped. But he'd learned that snapping at people usually just made them snap back...or shut down, in Penny's case. Instead, he thought of Penny...how he would explain things to her. How he'd actually gotten pretty good at communicating thanks to her. There was a time for snark and there was a time for sitting down with people you cared about and trying to finally, finally work things out if you didn't want to lose them forever. And he and Wanda had never been particularly close, but she was an Avenger and a hero and, to him, still almost a child. So he made his voice even...careful.

"I was never trying to imprison you in the Compound. I knew you'd be safe there." She scoffed a little, but he ignored it. "I had to work fast. Ross wanted the Accords to pass...and he wanted you in prison. You were going to be his scapegoat, and I didn't want to let that happen. I was going to get Steve to sign the Accords, keep you safe here where he wouldn't dare come and get you...where you would be protected, and then we were going to work together to amend them...make them better. We just...we had to start somewhere, even if they weren't perfect." He prayed she would listen...that she would understand. Steve was coming around. Hopefully, the others would do. He'd always known that she would be the hardest to convince.

When Wanda spoke, her voice was anguished. "They locked me in a cell...treated me like...like a monster." He thought of Penny and Ross's hand around her wrist and flinched. "Put me in a straight jacket." She paused. "Steve said you got us out."

"I shut down power to the Raft so Steve could get you out." She didn't speak. "I wasn't going to let Ross keep you there. I wouldn't have let him take you at all, even if you didn't want to sign the Accords...even if the team had disbanded. You were all going to be taken care of."

"I didn't know that." She hadn't trusted him. It wasn't exactly a revelation. None of them had trusted him except for Rhodey and Vision. Still, it hurt. "I'm sorry, Tony." It was what he'd been waiting for. An apology. Vindication. An acknowledgment that he had been right and they had been wrong. But now that he was getting it, he realized that wasn't what he really wanted. He wanted the Avengers to be together as a team and a family again, even stronger than before. He wanted Penny to live in a world where the superheroes fought the villains, not each other. And when she grew up a little, he wanted her to join a team that would always have her back.

Wondering if Penny was making him soft, Tony nodded, accepting the apology without a second thought. "I should have stuck around...tried to explain things." There just hadn't been time...everything had happened so fast. Ross had moved so fast.

"When did you find out you had a daughter?" She asked then, discreetly wiping her eyes, apparently as done with the emotional stuff as he was. Tony snorted.

"She isn't my daughter...not really. She's...she's Spidergirl. May is her aunt."

"Yes, I remember her. But you love her like a daughter." That took him aback and he gave her a suspicious look.

"Are you in my head?"

"No. It's obvious. You said she thinks of you as a father, and you love her like a daughter." He couldn't argue with that. "Sometimes you have to make your own family." She shrugged, pulling herself to her feet. He knew that, of course, as did she. They'd both made the Avengers their family. And both of their families had been torn apart. He wasn't sure they'd totally forgiven one another, but they were on their way. "Is she going to be an Avenger?"

"Some day." Not yet. He didn't think he could deal with this girl throwing herself into danger like this every day...not yet. He needed some time to come to terms with that.

"I look forward to it. She sounds like she'll fit right in." Wanda stood, grabbing the pizza boxes. "I'll put these in the refrigerator. Will you bring her up to meet everyone when she's feeling better?"

"Yeah. I'm sure she'd love to meet you." Wanda smiled a little, the first time he'd seen it in a long time.

"Good night, Tony."

"Night, Wanda."

And then there were two.

Helen came out a few minutes after Wanda left, looking somewhat harried, and Tony shot to his feet. "I'm sorry it took so long." She spoke normally, waking Steve who also pulled himself upright, looking around at the nearly empty room before focusing on Helen once more.

"What happened?" Tony asked, dread settling in his stomach.

"It's fine now. She had a reaction to the sedation we were using...she woke up in pain and they upped the sedation, but then her temperature was rising...it's all under control now. Her temperature stabilized and she'll probably sleep for a little while longer. We have her on pain medication but her body is healing itself very quickly. If you want, you can come back and see her." Tony nodded, letting out a breath, but Steve took a step back.

"I'm going to go ahead and go to bed." He told them, giving Tony a quick smile. "Tell her I hope she feels better. Bring her to our floor when she's up for it. I think everyone would love to meet her."

"Will do, Cap." Tony hoped Steve understood how grateful he was...how grateful he was that the team had saved her, even though they didn't really know her. How grateful he was that they'd all sat up for hours, waiting to make sure she was okay before going to bed. How grateful he was that his team was starting to put itself back together. To heal old wounds. To be a family again.

He decided to wait to wake May and Pepper since the girl wasn't waking up just yet. Instead, he followed Helen into Penny's hospital room and found the tiny girl surrounded by machines that measured her pulse and blood pressure and probably other things...he wasn't too interested in those things. If Helen said she was okay, he believed her. The girl was breathing on her own, just a nasal cannula under her nose to help out a little. The sheet was folded down at her stomach, her hands resting on top of the thin blanket as her chest moved steadily up and down. Her short brown hair was fanned out on the pillow and as he watched, her head moved to the side a little, nose scrunching up, then relaxing.

There was an IV in the crook of her left arm, the bag beside her dripping what he guessed was pain medication into the line, but otherwise, nothing connected her to any machines. Then again, most of their medical technology had moved to wireless thanks to Helen. "The sedation should wear off soon. She'll still be tired, but she should wake up for a few minutes. Let her drink water if she wants. Do you want me to stay?"

"No. Go get some sleep." Helen had a room right off the Medbay that she stayed in sometimes, usually when she was helping one of the Avengers or collaborating with Tony. He gestured toward it. "Friday will wake you if there's an emergency or something."

"Alright." She nodded to him, leaving a pitcher of water on the table by Penny's bed, and then it was just him and Penny, and he remembered her words again.

_"I love you. You're...you're like my dad and I love you. I'm glad you're okay."_

__

__

_"Tony, you're the best dad I could have asked for."_

_"I couldn't let him hurt you."_

He stared down at her bruised face, the purple already fading, and remembered her scream...remembered the pipe in Ross's hand slamming into her stomach and how she'd screamed, but also how she'd answered all of his questions, desperate not to let Ross hurt him. He too her limp hand into his own and remembered how Ross had informed her of his plan to take her to the Raft, called her a freak, and she'd nodded without hesitation. She was the bravest kid he knew, but he would make sure she never had to be that brave again. Not if he could help it.

For a while he was silent, gathering the courage to speak. It was hard to lay it all out...to open his mouth and go against the things he'd believed for so long..that talking about your feelings made you weak. That trusting someone this much would just lead to getting hurt. All of those had been lessons from his father, but Penny deserved a better father than Howard, and Tony was going to be one no matter what it took. "I…" He cleared his throat, glancing around the room as if there was anyone else there. Of course, there wasn't. "I love you too. I'm so sorry. I should...I should have said that. Before. I love you and you're like my daughter and...and I love you. You're the best daughter I could have ever asked for. And I'll never let anyone hurt you." He ignored the gathering wetness in his eyes, closing them and leaning over her as if by shielding her with his body he could protect her now. "And later I'll introduce you to the rest of the team. They've all been here...waiting for you to wake up. They're excited to meet you. And they should be. You're the best kid I've ever met, and I've met a lot of people."

The hand holding his tightened and his eyes popped open to find two brown ones staring up at him. "I love you." He said it again. "You're like my daughter and I love you and I'm so glad you're okay."

The girl smiled, eyes hazy and tired, and he leaned down when she opened her mouth. "Love you too, Mr. Stark."

"Kid, you saved my life today...well, yesterday. I think you've earned the right to use my first name." She blinked a few times, seeming to struggle with it. "Do you want to sleep some more? Helen said you'd probably be tired."

"Helen Cho?" She asked, brightening a little. "The Avenger's doctor?"

"The one and only. I'm sure she'd love to discuss nerd stuff with you when you're feeling better, Spiderkid, don't worry."

"You're a nerd." She muttered as her eyes drifted shut, and he chuckled, reaching down and brushing her hair back. She sniffed a little as he got closer, half-opening her eyes.

"You smell like pizza." He laughed out loud then, shaking his head.

"Yeah? There's plenty left over. You can have some when you wake up."

"I'm...wake."

"Yeah, I can see that." He indulged her, knowing he had that stupid smile on his face and unable to bring himself to care. "You're probably going to be staying here until you feel better, so go ahead and get some sleep. I'll get you some pizza later."

"Mr. Stark…"

"Tony." He corrected patiently.

"Mr. Tony…"

"Oh no." She opened her eyes just a crack, obviously fighting sleep. "Just Tony."

She seemed to think about arguing, but was obviously too tired to do so and just skipped it altogether instead. "Is Ross gone?" Her voice was small and almost afraid, and he nodded.

"Yeah, honey. He's gone. Don't worry about him. He's never coming back."

"Do I have to go to the Raft?"

"No." His voice was a little harder then, the very thought terrifying him. He thought of Wanda in a straight jacket and shuddered. "Never. I would never let that happen."

"Thank you for saving me."

"I didn't save you, Pen. You saved me, remember?" He ran a hand through her hair once more, leaning in. "Took a bullet in the side. How's that feeling by the way?"

"Hm? Can't feel it." She yawned, shifting in the bed, and he could tell by her movement that she meant it...that must have been some good pain medicine. "'M sleepy."

"I'll bet. Go back to sleep, Underoos. We'll talk later, okay?"

"Okay." She closed her eyes, but kept a hold of his hand. "Will you stay? Please?"

She sounded afraid, as if he would say no. But he nodded his head, not caring that she couldn't see him. "Of course I'll stay, hon. Go ahead and sleep. I'll be right here when you wake up."

"Love you." She muttered it as she dropped into sleep, the words casual and sweet and earnest all at once, spoken without thought or worry, and he leaned over, pressing his lips against her forehead.

"I love you too, Penny."


End file.
